


Layers of Transparency

by TwistedSpoon



Category: Transformers: Prime
Genre: Cross-faction relationship, M/M, Romance with Porn, Sticky Sexual Interfacing, Strained Friendship
Language: English
Status: Completed
Published: 2015-05-20
Updated: 2015-05-25
Packaged: 2018-03-31 10:18:37
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 11
Words: 39,867
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/3974422
Author URL: https://archiveofourown.org/users/TwistedSpoon/pseuds/TwistedSpoon
Summary: <blockquote class="userstuff">
              <p>Bumblebee and Knock Out have been naughty together in secret for months. Tension starts to rise when Bumblebee suggests that they go beyond their simple arrangement to get to know each other better. </p><p>(Other pairings are mentioned and incorporated into this story.)</p>
            </blockquote>





	1. Layer 0.1

**Author's Note:**

> So this was supposed to be a "couple of pages" kind of nsfw exercise in creating tension/an argument. I really don't know what happened... it took a life of its own. Everything is edited to the best of my own ability, since I didn't manage to find a beta-reader.

The crows turn out here, in the middle of nowhere. Only few would notice the storage facility, abandoned long ago. Battered buildings still hold their ground on cracked asphalt, darkened weeds sprout up everywhere towards the sky. Dusk is creeping in. The sky seems much darker because of rain refusing to stop its descent from the heavens for several days. The rain clash onto dusty half-broken windows, the harsh wind forces its way through them and the open sliding gates. The only occupied building is the oldest one. Empty crates and rusty steel bars scatter across the matted floor. Two frames stand intertwined up against the wall. The only noise audible apart from the violent rain is their heated interaction.

Knock Out’s back is against the wall, his whines and moans all too clear. Bumblebee holds one of his legs up for better access, the scout’s grip on the underside of his thigh is firm. Bumblebee’s free hand is on the wall. His hips shoot upwards in a heavy rhythm. His spike pushes into Knock Out’s needy valve. Knock Out’s hands are around the scout’s neck, they tug a little bit for every time Bumblebee thrusts. As usual, the Decepticon medic cares nothing for containing his enthusiasm. “Do it again!” Knock Out’s voice almost echoes across the big empty space. Bumblebee obliges and sinks in his spike very slow. Knock Out’s head falls back, his digits dig into Bumblebee’s neck cables. Knock Out can tell his recent moans only makes Bumblebee crave more of him and he likes it that way. Just as he likes the cool air swept around his spike. This time all he wants is to get it, and he does.

“Knock Out” Bumblebee grits out through clenched dentals. “…Put your mouth on me.”

For a defiant moment, Knock Out wants to pull Bumblebee closer and look into his optics, then tell him frag no and tell him to spike him harder, to push him over the edge. The satisfaction would be immense, but something stops him. Bumblebee looks so focused. It’s adorable and hot at the same time. Knock Out contents with a cheeky smile and lets a hand slip down to touch Bumblebee’s hip. He feels the strong force of the Autobot pushing forward. The vigor with which Bumblebee frags him is amazing. It’s nothing else but delicious and Knock Out enjoys getting the scout’s spike just as much as he enjoys giving his in return. Bumblebee doesn't mind, but Knock Out knows he usually prefers being the one in control. The safer Bumblebee feels the easier he can surrender control. It doesn’t matter to Knock Out. He’s versatile and as long as he’s getting something he doesn’t care much for the how.

Knock Out decides he has made Bumblebee wait long enough. He leans into the scout’s chassis and places his mouth just below his neck cables. Bumblebee shivers from getting what he wants. Knock Out’s glossa glides smoothly over the most sensitive external sensors on Bumblebee’s neck. Knock Out fumbles for just a moment as the scout’s arm holding up his leg grips around it even tighter. It’s good. The Autobot is urging for more of him with every little gesture.

Bumblebee catches Knock Out looking at him intently as the ‘Con lifts his mouth from his neck. Their gazes lock. Often, when he and Knock Out are together the same thought creeps into his mind. His conscience overwhelms him for just a moment and a part of him wants to stop, but he can’t. He keeps going. The double-edged sword cuts like an army of razorblades. When Knock Out looks at him that way, he is reminded of what he’s doing. Simultaneously, Knock Out’s red and feral optics are enough to make him forget where he is. Then none of it matters.

Bumblebee’s rhythm picks up. His lust mixed with his bad conscience gets the better of him and he looks away from Knock Out’s stare, intent on finishing as fast as he can. Knock Out is no fool and catches on immediately. It is not the first time he sees Bumblebee crumble in front of him because of guilt. His slagging guilt. It’s disgusting. As much as he loves the Autobot fragging him so hard until he can barely walk, the look of guilt on his face is perplexing. It’s annoying. Knock Out’s frustration grows quickly. He grabs on to the dip in Bumblebee’s neck and pulls him so close that their faces are only inches away from each other. “You look at me when you spike me. We have a deal; remember?”

Bumblebee jerks his head away from Knock Out. “I’m…” he hesitates and instantly realizes looking away exactly like that was a bad move. What was he thinking? All Bumblebee manages to mutter after is, “frag…” His vigorous pace turns apprehensive.

That’s exactly what the problem is Knock Out muses internally. He overthinks this… “All you need to know is that you frag like a Prime… or a Lord, whichever you prefer.”

Knock Out knows that won’t be enough for Bumblebee to get back on track when he notices his further hesitation. Bumblebee probably thinks he’s being condescending, but he’s not… honestly. Knock Out can respect the Autobot having a code, just not when it gets in the way of them having fun… and frankly, having to convince someone of abandoning his sense of high ground morality this often just to get a good frag is tiresome. Knock Out tries to imagine his life without Bumblebee to play with in it and he’s bothered by the idea, so he’s quick to change the record. His hand ghosts down Bumblebee’s chassis, sharp digits only barely touch black and yellow paint while he maintains eye contact. His voice changes instantly. It becomes deeper, a tad more sensual than usual. “Look at me and tell me you don’t feel your spike in me right now. Tell me it doesn’t feel incredible. Tell me that you don’t get hot at the thought of how wet it is, right now, between my legs, that you don’t fully enjoy sucking my spike when I ask you to. Tell me you don’t want it. Can you do that?” Knock Out moves his hips and clenches harder around Bumblebee’s spike to punctuate his message.

Bumblebee’s knees almost buckle under him. “…Frag off Knock Out.” He can’t help but return Knock Out’s gesture with a rebellious smirk, his spike twitches inside his valve. “You think I don’t know what you’re doing right now?”

Knock Out senses the mood is going back in the right direction. He was afraid Bumblebee was going to lose his zeal completely, but he’s happy that the contrary happens. He makes a mental note to pat himself on the back later. “I don’t take you for an idiot no… just answer me. Yes. Or no?”

Bumblebee acknowledges the strong heat emanating from both of their frames and finds himself happy and fortunate that he has someone to be this close with at all.

“No.”

Knock Out’s voice is dangerously close to ooze with glee. “I thought so.”

Bumblebee resists the urge to roll his optics before he pushes Knock Out harder up against the wall. “Just shut up.”

 _“How rude…”_ Knock Out only whispers while clearly amused.

Bumblebee leans in. Knock Out sees what’s coming and doesn’t mind. Their lips meet. The touch is cool and silky in contrast to their heated frames. Knock Out parts his lips in consent. Their glossas touch lightly and it feels much better than it should. Bumblebee’s abdomen does a somersault. This feels different from what they usually do. Confusion bubbles underneath his armor. It’s like a tiny galaxy birthed itself inside his abdomen and now swirls violently, faster and faster. He’s almost lightheaded, while realizing that he’s probably never been any harder in his life. Knock Out knows. He can see it in the ‘Con’s optics. They are glowing at him with a fury. Bumblebee places his hands on Knock Out’s aft and Knock Out gets the hint. Knock Out’s hands take a hold around Bumblebee’s neck and with Bumblebee holding him, hooks his legs around Bumblebee’s waist. Knock Out lifts off the ground, he grunts as Bumblebee’s spike sheathes as far in his valve as it possibly can.

“I love your spike in me,” Knock Out gasps.

Bumblebee caves in with a moan. He remembers how easy it is to bring Knock Out down again on equal ground. He’s strong, but Knock Out is undeniably heavy to carry in his arms. He takes a step forward, making Knock Out bang lightly against the wall for support. He takes a moment to look at Knock Out’s face, appreciating the view, knowing that Knock Out enjoys being in his mercy. He pushes into Knock Out with renewed vigor, this time slower than when they started.

Knock Out’s head falls back, every second of pleasure overwhelm his sensors. His hands grip tighter around Bumblebee’s neck. He’s far from caring about the scratches and dents it might cause. “That’s it. Harder…”

Bumblebee’s chassis burns, his ventilation systems work on full throttle. He moves a hand down to the base of Knock Out’s lonely spike. Knock Out is whining now, writhing for him to go harder. Bumblebee notices Knock Out’s optics are glossy. He wants to make Knock Out see stars, preferably whole galaxies. “I never-” he obliges and grinds hard into Knock Out’s valve. “Get tired-” his free hand wraps around Knock Out’s spike, “of doing this with you.” Knock Out’s back arches and he shuts his optics. Bumblebee’s hand glides along Knock Out’s spike. It’s difficult for him to focus on doing both things at once, but he does it anyway, knowing that it will pay off soon, and it does.

Knock Out’s whole frame trembles in vigorous overload as his pleasure sensors can’t take anymore. The sensation shoots out from his groin and whips through his entire body, all the way to his pedes. He clings onto Bumblebee’s frame, his face buries in the dip of the Autobot’s neck as his overload starts to fade. Bumblebee stops completely. His legs are weak from the demanding workout. Knock Out doesn’t like the sound of his back-plating scraping against the wall, as both mechs sink down on the ground together, but he’s too satiated to care too much. Bumblebee’s spike pops out of Knock Out’s valve when his aft hits the ground, the cold air wraps unpleasantly around it.

Knock Out takes a moment to collect himself, only registering that the rain outside is falling as hard as an hour ago, before moving over to Bumblebee to push him down on the ground. Bumblebee silently lets him do it. Knock Out straddles his lap and sinks onto his still unsatisfied spike. Bumblebee emits a deep groan when Knock Out’s walls envelope just beyond the tip and then some more. He places a hand on each of Knock Out’s hips, urging him on as Knock Out rides his spike with a brutality and urgency that reminds Bumblebee of where each of their loyalties lie.

Knock Out grinds his dentals. His hands are splayed on Bumblebee’s chassis. Bumblebee is getting too close to care about the fact that this is obligation. Their optics lock again, this time Bumblebee’s guilt is non-existent. His body tenses when he overloads hard from Knock Out’s ferocity. The feeling of overloading in Knock Out never gets old.

Knock Out barely lets Bumblebee relax before he lifts off him to stand up, with Bumblebee’s transfluid running down his thighs. Bumblebee watches as Knock Out turns his back on him to clean himself up. Bumblebee rises to do the same, making sure he looks presentable, while his interface cover snaps shut. Bumblebee looks outside at the unrelenting rain and the darkened sky and then at the Decepticon in front of him. He takes a few steps in Knock Out’s direction. He admits the silence unnerves him a bit; it always does, when they’re done. Knock Out is the first to break the silence when he looks over his shoulder with his hands still on his interface panel. “Imagine what we could do on a berth. Now that would be fun.”

Bumblebee shrugs. “…Sure it would, but Cybertron would have to be restored for that to ever happen.”

“Tsk, don’t kill the idea.”

Bumblebee ignores Knock Out’s comment. He’s not sure whether to apologize about earlier or not. He doubts it will make any difference, but he thinks about Optimus and his teachings on owning up to one’s mistakes.

“Sorry about earlier.”

Knock Out just grunts mockingly in response. “I forgive you.” It’s not like Bumblebee did it because he doesn’t want him, so he can get past his superfluous convictions, even though it annoys him that they get in the way. Knock Out finishes his own cleanup and turns around to face Bumblebee. “How do I look?”

“You have a glow.”

Knock Out rolls his optics. “Pf, please… this isn’t me glowing, this is me annoyed at the prospect of all the time I’ll have to spend on cleaning. This grit and grime gets into every crevice.”

Bumblebee doesn’t care one bit for Knock Out’s obscene vanity, which Knock Out only abandons when he’s feeling threatened or aroused. “You probably spend so much time maintaining that the extra time doesn’t matter anyway.”

“Hm… touché.” Knock Out places a hand on his hip, sensing that there’s something on Bumblebee’s mind. Intrigue digs through the narrow corners of his mind. “I know what you think Bumblebee, but admit you wouldn’t like me any other way... I know an appreciating bot when I see one.”

Bumblebee feels a little provoked. He refuses to take the bait, but wants to spin his answer regardless. “I do like you…” There, he said it. Plain and simple. There’s a long list of things he doesn’t say and probably never will.

Knock Out just smiles at him and not in the genuine sort of way. “It’s been fun.” The ‘Con turns his back on Bumblebee and walks over towards the wide open sliding gates with the rain whipping in through them.

For a moment, all that swirls inside Bumblebee’s mind is regret. There’s a lot of things he’s feeling, but he’s not sure how to put them into words or if he should at all. He’s tired of the same outcome every time they meet, of Knock Out not giving a slag about him. Is he asking too much, for Knock Out to care about him, just a little bit? If only he could discard whatever feelings raging through his form and call a frag a frag, then his shoulder plates would be free of a burden weighing on him for too long.

“Knock Out” Bumblebee blurts out. “Wait.”

Knock Out obliges and looks at him over his shoulder. “What?”

Bumblebee grasps onto anything in his mind that would make sense. “Do you, want to hang out sometime?”

Knock Out looks perplexed. “What do you mean?”

“As in… not doing each other, just talk and… things. Maybe go for a drive or something?”

Smooth… Bumblebee feels like finding an object he can use as a mallet and knock himself out with it. Knock Out is silent and it’s killing him. Finally, Knock Out turns back around to face him.

“Why would we do that?”

“For fun. To do something else.”

Knock Out seems to ponder Bumblebee’s words for a while. “You know” Knock Out says suddenly, his face changes to a more serious mask. “We’ve been having fun for almost an entire stellar cycle on a regular basis. Come on Bumblebee. Don’t ruin it with some fleeting notion of intimacy. You’re smarter than that.”

Bumblebee feels surprise agitation rise like a hungry flame. _Fleeting notion_. Knock Out really has no idea. Bumblebee’s words come out needier than he wants them to. “Maybe I’m not. Maybe I’m someone who really cares about you and thinks about you more often than I should…” Bumblebee takes in a much-needed ventilation to calm himself. “Can you honestly tell me that you never think about me when you’re alone?”

Knock Out grimaces. He looks slightly frustrated now. What in the pits is he to make of this? Sure, maybe he thinks of Bumblebee in various ways, but he hasn’t really processed what to do with those thoughts yet. “That’s irrelevant.”

“Is it really?”

“Pf, yes, you totally sound like a love-hungry recruit who just interfaced for the first time…” Knock Out’s insult slings out like a comedian’s overly rehearsed one-liner.

Bumblebee doesn’t weigh his words properly in his mind before he speaks, he’s too used to deflecting insults with insults. “At least that’s better than being Megatron’s puppet.”

Knock Out cocks an optic ridge. “Oh sure, we’re going to play that game are we?” He raises his arms in a dramatic gesture over his head and lets them fall down like a sack of potatoes. “Why the frag are you doing _me_ so vigorously when you could be nailed to the floor by Optimus Prime? I bet he’s big…”

Bumblebee watches Knock Out smirk in rebellion. “What? Not this again…”

“Aw yes! You’re so big O.P!”

“Knock Out!” Bumblebee takes a step towards Knock Out, the ‘Con’s taunting parody rings in his audio sensors.

“Next time we do it I’ll pretend to be him, since that will make you so happy. Your boy Optimus can’t do anything wrong, just admit you want him to spike you.”

“Do you want me to punch you, is that it?”

“Not. Really…” Knock Out drags out his words as if he’s answering a genuine serious question. “I’m abused plenty at home; you know, it’s hard being a Decepticon. You would think I let big M. do me on command, but I’m not a masochist, besides, I think he’s being naughty with Starscream when no one’s looking. Just picture it for a moment-“

“You don’t get it, do you?” Bumblebee cuts Knock Out off loudly mid-sentence, drowning out his tirade. There’s an urgency to Bumblebee’s voice. Knock Out is silent, staring at Bumblebee with anticipation.

“I’ll be honest with you” Bumblebee starts. “If I had known you would react this way and make this much effort to dodge my… confession or whatever” (the word confession alone makes Bumblebee’s stomach-gears halt and protest) “I wouldn’t have asked you about hanging out to begin with. I just… I like you a lot… earlier… I thought there was a moment. Like you meant it. For once.” For just a moment, Knock Out’s optics widen enough for Bumblebee to catch it.

There was a moment… in fact there’s been plenty of moments, but this is no time for abandoning pragmatism. Knock Out shivers when he thinks about the possible consequences down the line of admitting to anything now.

“Was there something there?”

Knock Out looks at Bumblebee. The Autobot’s voice is full of hope. That innocent blue in his optics is asking to be destroyed, but Knock Out doesn’t want to. He’s reminded of someone who looked at him the same way as Bumblebee looks at him now. A needle starts poking at his spark. Knock Out doesn’t like feeling this way.

“…You’re a slagging fool for thinking that this would ever go anywhere. If Megatron ever finds out about what I sometimes do in my spare time, he would rip out my spark with his bare hands and eat it as an energon snack. Or worse.”

Bumblebee knows Knock Out’s words ring true, but he’s not about to give up yet. All he wants right now is for Knock Out to understand. To acknowledge his feelings and then reject him like he knows he will and let that be it. It’s hurtful enough that he refuses to answer his straightforward questions. “Look. I know we would be taking a risk, but if someone were to find out about us, I don’t think it would be the worst thing. You could always say you are doing this to get information out of me. Or whatever would be necessary to say… I just… I’d like to get to know you better. I mean, we just happened to start this thing and I thought you had a hidden agenda for… a while.” Bumblebee’s last sentence trails and disappears into nothingness. He hates the derailment the argument has taken.

“Of course I didn’t. I did this for me.”

“Right. You did… you do.”

Knock Out ex-vents. His hand touches his forehead in frustration. “Do you think Megatron is an idiot? He would never believe that I do this for the Decepticons.” Knock Out chuckles dryly. “He would kick me off the ship for this.”

“He doesn’t know about us though. No one knows about us.”

That is a lie and Knock Out knows it. They are not the only ones in on the secret, but he’s not about to tell Bumblebee that. Instead, he closes the gap between them in two fast strides, his face arrives very close to Bumblebee’s. Bumblebee’s persistence has to end. “Let me tell you how it is…” his voice suddenly sounds threatening. “Do not for a moment believe, that you are more to me than a nice frag. That is all you are.” Bumblebee freezes as Knock Out steps away from him. He should have expected this, but the words sting all the same. Something more sinister quickly takes the place of the pain.

“You don’t remember at all how this started do you?” Bumblebee pulls on the only string that he knows might get Knock Out’s attention.

“What did you say?”

“That day, _you_ were the one in need…”

Knock Out stares at Bumblebee in disbelief. A fury he only rarely experiences starts raging right behind his red optics. He tries to grasp the low blow that the Autobot just threw in his face. He hisses like a snake that’s ready to strike an enemy. “You listen carefully… I don’t owe you _anything_. Understand?”

“That’s not…” That was definitely not, what he meant. “I don’t think you owe me anything at all, but maybe, just maybe I’m tired of you treating me like a disposable pleasure-toy that you continuously taunt and don’t even like!” Bumblebee clenches his fists. He feels like punching something. “Slaggit!” Bumblebee is so angry that he kicks one of the rusty steel bars on the ground. It rockets across the room and makes a loud ruckus as it hits the opposite wall. To his horror, Bumblebee doesn’t recognize who he is right now.

Knock Out doesn’t flinch once during Bumblebee’s episode, he’s listening carefully to every word. It’s unusual to see Bumblebee like this. After all this time, Bumblebee decides to spill his guts today and after all this time he’s not entirely onboard with their arrangement. He didn’t expect this. Primus knows Knock Out is no glorified saint of truth and kindness, but Bumblebee should have accepted this given their history of seven Earth months of meeting.

“If you have a problem with how this works, why didn’t you tell me sooner so we could end it?”

“Knock Out…” Bumblebee tenses and seeks his direct eye contact. “Do I have to paint it on your hood for you to understand? It’s not black and white like that. At first it was fun, even though it went against everything I was taught.” Bumblebee stops a moment. He wants to make sure his next words penetrate Knock Out’s titanium walls. “I take full responsibility for what I’ve done with you and for a long time I wanted it like this. It was fine, uncomplicated, but I started feeling something for you. I didn’t care that you treated me like scrap when we started…”

Knock Out’s cool mask slips. The look on his face is troubled. Feelings well up from an abyss inside his chassis that he forgot he possessed. His mind is empty of words.  

Realization hits Bumblebee. He wants it to end. He’s an idiot for believing anything good would come of what they do together, however pleasurable. _He_ is the fool for thinking Knock Out could ever care about him. It isn’t Knock Out’s fault. “Just tell me…” Bumblebee’s voice falls to a lower note. “I’ve been thinking this from the beginning, but I’ve never had the guts to ask you directly...”

Knock Out readies himself. He knows what’s coming is most likely to be true. Bumblebee is far from dumb; he just normally keeps his most personal observations close to his chassis.

“I’m a way for you to make yourself feel better. I’m a replacement?”

Knock Out hesitates. His conscience is in battle for the first time in a long while.

_No… he’s not a replacement, he’s more than that and you know it, you just won’t admit to it. It’s in your CNA to treat others like scrap waste, if he can’t handle it then frag him. Tell him yes and end it. Right now. You’ll be relieved when all you see is the exhaust from his tailpipe when he drives away from you, for the last time._

“…I’ve already told you what you are to me.”

Bumblebee doesn’t move. Knock Out’s words hit him, but their power over him has diminished. The words bounce off his plates. All they manage to do is add to the weight of sadness and truth. He’s silent for a while as he lets the finality of Knock Out’s words sink in properly. Then he admits defeat and brushes past him. Knock Out is staring at the floor. Their shoulder plates are close to touching. Bumblebee stops just shy of the rain-whipped gate-frame and casts a glance over his shoulder. “I know you and him had something special… I respect that. Just don’t hold yourself back from caring about someone else because he disappeared…”

Bumblebee takes his first step out into the rain and the newborn evening, transforms from his proto-form into his slick Urbana camouflage and is off. Knock Out listens to Bumblebee speeding away, out into the dark. For a moment Knock Out wants to go after him, but he resists. He imagines himself driving after him like some idiot. Ridiculous.

So this is it… Bumblebee hit the nail on the head, without giving him a chance to deny it. Not that it matters now. Knock Out steps outside. For once he’s not annoyed with the rain. He catches Bumblebee’s rear lights in the distance. The heavy rain makes his black frame obscure. Right now reminds Knock Out of the day they first started seeing each other. He immediately blocks out the thought. The relief he thought would replace the feelings he doesn’t like is far from finding him as the Autobot finally disappears along the road.


	2. Layer 0.2

Ratchet is looking impatiently around the base for Bumblebee. It’s not until he asks Arcee in her quarters that he finds out where he is. Arcee mumbles something almost unintelligible as Ratchet turns the corner to take the elevator up, something that sounds like “you should talk to him…”

“Yeah, yeah.” Ratchet is too excited to listen properly.

The energon-charger analysis he wants to conduct could potentially enhance everyone’s performance considerably, but he needs Raphael’s help to get certain Earth materials if his idea is to come to fruition. He’s so engrossed in the whole plan that he immediately thinks of Bumblebee who can go with Raphael to get the materials while he secures extra preparations himself.

The elevator brings Ratchet upwards smoothly. Sharp sunrays of midday welcome him as he gazes out over the red rock that makes their base. He has to shield his optics from the sun, so his hand blocks it out. He spots Bumblebee between his digits, sitting down next to Cliffjumper’s memorial.

“Bumblebee” Ratchet reaches him. His voice is not shy of optimism. “I was looking for you, there’s something I want to ask you to do.”  

Bumblebee sits silently for a moment, his shoulders slump in an unusual way, Ratchet notes.

“Sure.”

“It’s nothing special. I want you to get a hold on Raphael and get the things listed here; he’ll know where to get them. You’ll save me a lot of time.” Ratchet hands Bumblebee the datapad he has prepared, but Bumblebee doesn’t take it. He sits there with optics glazed out over the red valley, appearing to be deep in thought. “Bumblebee…”

Bumblebee winces and realizes he left Ratchet hanging. “Sorry. I’ll get on it right away.” He takes the datapad and gives it a quick look-over.

“Is there something on your mind?” Bumblebee’s optics lift from the datapad. He avoids looking at Ratchet.

“Arcee mentioned just now… I didn’t listen properly.” Ratchet glances down at Bumblebee. “Anyway.” The medic kneels down next to him. “I know something’s up. Do you want to talk to Optimus about it? Maybe I’m not-”

“Primus, no” Bumblebee interrupts. “Talking to Optimus about it is not going to happen. He wouldn’t understand. I would go to him about anything else… just not this.”

“O-kay… I get it.” Ratchet wonders. It must be bad when Bumblebee feels he can’t even talk to his mentor about it. On the other hand, maybe that’s precisely why he can’t. He’s nervous, possibly of being judged, by the one person he looks up to and adores the most. “Listen, I won’t judge you, if that’s what you’re worried about. You have a medic’s confidentiality in me, remember?”

Ratchet watches Bumblebee hesitate. Then Bumblebee nods in the direction of Cliffjumper’s memorial. “I sometimes think of Cliff when I’m up here” he starts. “The one thing that gets to me when thinking about him is that I would have liked to know him better. I regret that I didn’t spend more time with him. Sometimes… blast it. I even felt he was too cool to hang around me.”

Ratchet ex-vents with a mechanical sigh. Bumblebee has come such a long way, but he’s still young. It might not be the same things that keep them up at night, but Ratchet remembers the time where he often had dark thoughts about the things he couldn’t change, no matter how much he wanted to.

“Well, Bumblebee. I personally believe that if you could stand side by side today you would stand as equals and nothing less. You can’t change what has happened. You have to remember that, and hopefully lose less energy and recharging on thinking about the things you can’t possibly change.”

“Yeah… you’re right.” Bumblebee takes in Ratchet’s words. The words echo inside his mind and bounce off corners like the cartoony characters in the game he last played with Raf.

_Equals… things you can’t possibly change…_

“Without making myself sound ancient I think it’s safe for me to say that I’m too old and too experienced to believe this is what has your stomach-gears in a bind.”

Sharp as ever, Bumblebee muses. “You’re right about that too.” Bumblebee turns over Ratchet’s datapad in his hands, getting an urge to play with it to occupy more than his thoughts, but he refrains. “There’s this someone I like. I realized recently that we would never be equals… I wanted more from this person than he could give me and I’m an idiot because of it.”

“Oh…” Ratchet is quick to derive a conclusion. As far as he knows, there is no one Bumblebee likes within Team Prime in a romantic sense. There’s just no way. Which means…

“I think about him all the time Ratchet, but it’s over. I ended it. I know it’s for the best. I did the right thing, didn’t I?” Bumblebee regrets his desperate question as soon as it slips out of his mouth.

Ratchet is lost for words. There’s a lot of things whirling inside his mind. All he knows is that right now Bumblebee’s spark is genuinely broken and he needs support, not a lecture on which side he’s on.

“Bumblebee I… I can’t tell you if you did the right thing or not.” Ratchet places a tentative hand on Bumblebee’s shoulder. “I’m not going to ask you who it is, it doesn’t matter, but we both know that mingling with and taking a romantic interest in of _those_ guys is highly likely to end in sparkbreak.” Ratchet takes a moment to think about all the possible consequences a relationship with a Decepticon could have. "While I don’t think it is the soundest idea, I do understand it… but you could be discovered by someone able and willing to hurt you with the knowledge, you could face each other in combat without means to disengage…”

“I’ve thought about these things many times already Ratchet.”

“Of course, I just worry, but you said it’s over…”

“Yeah.” Bumblebee’s has to stop for a klik. His voice is close to cracking. “We were both on the same page until I started feeling some things. Some solar cycles ago, I told him about it. I said things aloud, honest things and things I regret so much the words keep eating away at me. He didn’t take it well as you must have guessed. I said some hurtful things to him and I can’t take it back.”

“He must have riled you up pretty good.” Ratchet gives Bumblebee’s shoulder a light squeeze for comfort. “Having affections for someone like that blinds us.”

“True. I guess I learned that the hard way now…”

“I don’t think it’s your own words as much as his that eat away at you.”

Bumblebee freezes a little, enough for Ratchet to notice it under his touch. “It’s just fresh still, that’s all. Driving it off helps a little.” Bumblebee rises from the ground with the intention to do something about Ratchet’s list.

Ratchet suddenly recalls something Raphael told him a while ago. “Humans use the term Hell a lot. It’s the equivalent of our Pits. Raphael told me. He told me that it’s okay to say it hurts like Hell.” Bumblebee stares at Ratchet. Ratchet can tell Bumblebee is thinking something along the lines of are-you-kidding-me.

“It’s a joke, in case you didn’t get it.”

“Very funny.” Bumblebee shrugs with a smile hidden right underneath the surface. “You know what? It does. It does hurt like Hell.”

Ratchet notices Bumblebee’s light shift in mood. “What will you do now?”

Bumblebee answers with no hesitation. “Nothing. I will keep letting it hurt like Hell and eventually… it might fade away.”

“Okay.” Ratchet rises too and turns back to the elevator together with Bumblebee. “For what it’s worth, I’m sorry it ended badly. We are all Cybertronians divided by war and there are not many of us left. I would not grudge you that kind of happiness… whoever you might choose to be with.”

A bubble swells inside Bumblebee’s chassis. Ratchet’s words mean more to him than he can ever express in words. “Thanks Ratchet.” Bumblebee proceeds by giving Ratchet a strong pat on the back, but it turns out to be too strong when Ratchet almost trips and only saves himself from falling headfirst by gripping the railing encircling the elevator.

Ratchet can’t contain his unpleasant surprise as he regains his footing. “Hey! Watch it!” He looks up at Bumblebee and doesn’t appreciate the very sheepish grin on his face.

 

~ · · · ~

 

“Knock Out, Sir. Another one.”

The vehicon entering Knock Out’s medbay slams down an injured fellow soldier on Knock Out’s table, while he’s already busy repairing his teammate. Knock Out only glances at the new repair job. “Will there be more than this?”

“I don’t think so. Commander Starscream is back from defending the mine. I believe these two were the only ones injured.”

“Who was in the assault?”

“The one named Bulkhead. I saw glimpses of Optimus Prime and Arcee as well…”

“What about the scout?”

“No. He was not there.” The vehicon fidgets nervously with his hands and it completely goes over Knock Out’s head. “Sir… I think he’s going offline. Permanently.”

“What?” Knock Out sees the vehicon point at his comrade.

“Please do what you can for him.”

Knock Out immediately turns his attention on the newest patient, this time looking at him properly. “Sweet Primus.” Knock Out tells the less injured vehicon on the table who’s well enough to sit upright to return later.

Knock Out stares in awe at the damage. “He’s completely smashed. Who did this?”

“I didn’t see who, Sir.”

“You were there weren’t you?”

“Y-yes Sir.”

Useless. Knock Out waves the vehicon away so he can concentrate. His optics scout over every surface of the battered vehicon on the table while setting to work on saving his life. It doesn’t take Knock Out long to figure out that the deep blunt dents covering the vehicon’s body were probably inflicted by Bulkhead. Knock Out has gotten his face thoroughly punched more times than he can count by Bulkhead’s dulled morning star. He heavily dislikes that Wrecker simpleton and he would get immense satisfaction from taking him apart piece by piece if he ever got the chance.

The vehicon moves and moans in pain under Knock Out’s touch. It looks bad, much more severe than he initially thought. The trooper’s optics are flickering. With difficulty, Knock Out manages to open the trooper’s chassis and look at the spark chamber damage. The spark is weak and dwindling fast. The chance for this one to make it is slim, but it’s there nonetheless.

Suddenly, the vehicon grabs Knock Out’s wrist and pulls him down to his face. Knock Out freezes. He’s shocked that the trooper has any strength left in him. Their faces are so close that Knock Out clearly hears his low death rattle. The vehicon tries to speak, but fails the first time.

“What?” Intrigue chases through Knock Out’s mind.

The vehicon finally manages to form words. “Tell him… tell him…”

“Who?”

“I love him…”

Knock Out cocks an inquisitive optic ridge. This is even better than he expected. “Who? Tell me who.”

The vehicon’s grip on Knock Out’s wrist loosens and he seems to fall back out of consciousness when his optics offline.

“Who do you love? Come on, tell me you slagstain!”

…Unbelievable. The trooper throws him a juicy morsel only to deny him an answer. Now he has to move fast if he’s ever to know. Knock Out moves to grab one of his tools that might help kick-start the fragger back to life, but he is denied that as well as a figure leans in next to him. Soundwave approached him without him even realizing it. As always, the spymaster moves as silently as a cat on the prowl and Knock Out really doesn’t care for it. “Soundwave. What are you…?” Knock Out’s words trail off into nothingness as Soundwave’s long predatory digits grasp around the vehicon’s spark. Knock Out can tell Soundwave is looking directly at him as the TIC crushes the vehicon’s shrinking spark with his bare hand in one instant clench. Life leaves the trooper instantly, a single spasm of his body is the only sign of resistance.

Knock Out stares at the vehicon’s now empty shell for a while, before looking up at Soundwave. “Now that’s just great…” Knock Out growls. “Who told you it was too late to save this glitch?”

Knock Out hears Soundwave replay his own words back to him – _“it was too late.”_

“Who’s the medic here? You should let me do my job.”

Soundwave displays a question on his mask. - _Why so annoyed? -_ Followed by a happy smiley face.

That smug slag-sucker. Knock Out glares at him in response. “He told me something interesting right before you decided to wrap your creepy digits around his spark to kill him.” Knock Out detects that Soundwave is intrigued, because Soundwave leans closer, just enough to show he cares. He knew it... As usual, Soundwave wants to know everything. Every dirty little detail. About everyone. “So you want to know. Now let me ask you, what do I get in return for this little piece of information?” Knock Out is not about to tell him that the information is useless, since the idiot killed off the poor glitch before he could spill his guts. Soundwave shrugs. Then he looks around as to make sure that they are alone. When he seems satisfied, he looks back at Knock Out. A moment later, a recording starts playing on mute on his mask.

At first Knock Out isn’t sure what it is he’s looking at, but it’s not long before he realizes he’s witnessing his Lord Commander and his SIC closely intertwined on a berth. He’s trying to grasp the position they are interfacing in. Megatron is lying on his back with Starscream’s back on top of him, writhing on his chassis. Starscream’s arms reach above his own head, they cling around Megatron’s neck, and his legs are spread wide open. Megatron’s hands are steadying Starscream’s frame around the seeker’s waist. Megatron’s spike, rather impressive spike if Knock Out is to be honest, is buried far inside what appears to be Starscream’s tight valve.

Oh my…

Soundwave cuts the recording and tilts his head suggestively, as in saying that was just the beginning. It takes a moment for Knock Out to find the words. “At least you muted that…” He takes a step back. “What made you think I wanted to see that?”

Soundwave replays Knock Out’s earlier words – _“you want to know.”_

“No, I don’t. Besides, this is useless information to me. I already had my suspicions.” Soundwave stares at Knock Out with his ever-unreadable mask.

Knock Out knows Soundwave records and spies on everything he possibly can. He doesn’t like it. Especially not when he caught a certain Autobot and himself beginning their longer escapade out in the woods somewhere. It was humiliating. To this day, Knock Out doesn’t know why Soundwave hasn’t gone to Megatron with it, but he speculates that Soundwave somehow plans to use it against him later, if he needs to.

“Soundwave, you spying on everyone is one thing, but don’t you think taking your prying surveillance methods into a mech’s berth suite is pushing it?”

All that meets Knock Out’s question is further silence. Knock Out questions whether he should bring up the fact that Soundwave caught him and Bumblebee going at it on more than one occasion and what he plans to do with it, but he concludes that might be the same as poking a recharging Dinobot. He ends up doing something equally reckless.

“I mean… you’re coming off a bit like a nut-rocket, I’ll be honest with you. I get your undying loyalty to Megatron, but maybe you should set your priorities straight.”

Knock Out only barely notices Soundwave twitch by the mention of Megatron’s name and before he realizes what’s going on, Soundwave is on him, smashing him down on his operating table. Soundwave’s forearm puts painful pressure on his throat.

“Okay, okay, maybe I shouldn’t have said that.”

Soundwave tilts his head at Knock Out ever so slowly. Knock Out needs no words to translate that head tilt. Sometimes he conveniently forgets why Soundwave has been Megatron’s right hand mech since before the war. Soundwave is no closer to loosening his hold on Knock Out, but he replays Knock Out’s previous question – _“what do I get in return for this little piece of information?”_

“Right…” Knock Out tentatively pushes Soundwave’s arm away, just hoping he will budge and he does. He reminds Knock Out of one of those jungle cats he saw in a human video as it slips into shadows. Relief finds Knock Out when his pedes touch the floor again, even though he strongly believes that Soundwave wouldn’t seriously harm him. He takes a moment to collect himself before continuing. “…The glitch told me to tell someone that he loved him. I think it was his dying wish. My brain was practically boiling over with curiosity. That’s when you came along and ruined the moment. You’ve got that going for you at least.”

Soundwave seems to process the information and he casts a glance at the dead trooper on the table. Then he responds with another Knock Out playback – _“this is useless information to me.”_

“You don’t say. That’s what you get for interfering with my work.”

A big _\- NO -_ appears on Soundwave’s mask, followed by the words _\- that’s not it. –_

“What is it then?”

 _– You don’t know? –_ appears on his mask in response.

“No I don’t.” At this point, uncontainable curiosity takes over Knock Out. Soundwave’s recent display of dominance is already a thing of the past. “Tell me.” Soundwave simply stares at him, without deeming him worthy of an answer. “Come on. Don’t keep me in the dark here.”

 _\- “What do I get in return for this little piece of information?”_ Soundwave replays again. Knock Out is starting to get really agitated hearing his own voice come out of the mute slag-sucker.

“I don’t know. What the frag do you want?”

Soundwave takes a step towards him. His tentacles suddenly protrude from his chassis. They shoot out and slither toward him like snakes on the hunt. They stop just shy of his waist. It immediately dawns on Knock Out what Soundwave wants. He can’t help himself from a knowing chuckle. “Oh that’s it… I should have guessed.” Knock Out reaches out a hand. “I almost forgot what your favorite sentence in the world is.” He slowly lets a clawed digit caress along Soundwave’s closest tentacle, then he finds Soundwave’s stare. “Knowledge is power…”


	3. Layer 0.3

Bumblebee crashes down on the ground, aft first. Wheeljack’s blow to his chassis with the blunt side of his sword hit him harder than he expected.

“Graceful landing Kid.”

Bumblebee quickly recovers and gets back up on his pedes. “You just got lucky.” He niftily twists and turns the metal staff he’s using as a weapon in his hands and gets ready for another round with the Wrecker.

“It’s not luck when your opponent makes a rookie mistake.” Wheeljack smiles confidently at Bumblebee, his cool focus blazes behind electric blue.

“Sure, dodging that dirty trick you just pulled off should have been as easy as going from proto-form.”

Giving Wheeljack no time to retaliate, Bumblebee lunges forward, this time aware of one of Wheeljack’s ruses to gain the upper hand in combat. He makes an effort to feint a right-side attack, swinging the staff in a big arch, and then changing course right before entering Wheeljack’s physical sphere and cut down instead. He’s aiming for his calf plating, with the goal to trip him, make him lose balance, but Wheeljack sees what’s coming and blocks Bumblebee’s attack with his twin swords before he even gets close. Bumblebee vaults backwards after the failed attempt, striking a pose as he lands, like a cat ready for a new attack.

“Come on Kid, you can do better than this.”

“I know. I’m just gauging tactics.”

“Of course you are.”

Bumblebee imagines wiping off Wheeljack’s confident smirk. “From now on, every time you call me Kid I’ll call you Burnout. Fitting, don’t you think?”

“You can call me whatever you want sunshine.”

This time Wheeljack is the first to move. Bumblebee expects him to go right for his chassis or waist area with his swords. He gets ready to block with the staff, a weapon he is extremely unused to wielding in the first place, but he realizes too late that Wheeljack is not about to use them. Wheeljack feints his own attack successfully and diverts Bumblebee’s attention, making the scout’s staff hit nothing but air, while he rams his elbow plate on top of Bumblebee’s shoulder. The blow forces Bumblebee to bend down, his solar plexus connects brutally with Wheeljack’s knee. The pain takes the scout by surprise and he stumbles backwards a few steps while Wheeljack retreats in victory. It takes a moment for Bumblebee to recover from Wheeljack’s harsh treatment. He steals a glance at the competent Wrecker. “Got me pretty good there.” Bumblebee regains his firm grip on the staff.

“We can ditch the weapons if you want, I’ll still beat you though.”

“No, no. Keep going.”

“You don’t sound very convincing.”

Bumblebee challenges Wheeljack with a grin. “I mean it. Come at me glitch.”

Wheeljack smiles in surprise. “That’s what I like to hear.” The Wrecker starts at Bumblebee. In the very same klik, Bumblebee launches himself at Wheeljack. Wheeljack sees what’s coming and knows Bumblebee will try to come at him from the left, because of how his pedes are moving and the direction his chassis is twisting in. To Wheeljack’s complete surprise, he is wrong. In the moment Bumblebee should be swinging the staff in attack he drops it and slams himself into Wheeljack’s frame with his entire body. The force behind Bumblebee and him crashing is so strong that Wheeljack’s swords jolt out of his grasp. The swords fall to the ground with loud clangs and the two Autobots tumble on to the ground in an even louder ruckus.

Now they are on more even ground. Bumblebee does his best to overpower Wheeljack by force, but Wheeljack is just as good if not even better at grappling on the ground. Wheeljack expertly slips his arm around Bumblebee’s neck, trying to pull his face down towards to ground so he’ll lose his balance, but Bumblebee, being the quicker and slightly smaller bot slithers out of his grasp before the trap snaps shut. Bumblebee manages to gain the upper hand as he dodges Wheeljack’s next move to take him down. He slips behind the Wrecker fast and catches him from behind, framing him in an armlock, pinning him down with his face scraping the ground. The scout uses all his strength to keep him there and he can feel that Wheeljack is resisting less and less. Bumblebee smells victory and can barely contain his excitement of outgunning one of the infamous Wreckers even if it’s just going to happen once.

Suddenly a voice calls out not far from the two grappling Autobots.

“Would you two keep it down? I’m trying to work here!”

Bumblebee responds immediately, relaxing his grip on Wheeljack. “Sorry Ratchet! We’ll stop.” He can only glimpse Ratchet at the main base monitor, the medic is deeply fixated on his work on the screen. He’s lucky to just be able to hear Ratchet mutter something that sounds like _“even the kids would be more mature…”_ and truth be told, it makes Bumblebee smile. He’s been spending a lot of time sulking about Knock Out, forgetting what it feels like to relax and have fun.

Wheeljack moves under Bumblebee. “Don’t listen to Doc, let’s go again,” he says a little too loud.

“Don’t call me that!” Ratchet complains from his monitor.

Bumblebee attempts shushing Wheeljack, lowering his voice so only he can hear it. _“Shh! You’ll just make him madder.”_

A big smirk shows on the Wrecker’s face and his voice falls to a whisper. _“He likes the nickname; he just doesn’t know it yet.”_

Bumblebee lets go of the last ounce of grip he has on Wheeljack. Wheeljack turns around to lie on his back. He looks up at Bumblebee as the scout leans back. Bumblebee doesn’t quite realize their suggestive position with him now straddling Wheeljack’s lap, he’s too busy looking at Ratchet being fumy.

 _“Imagine Grumpy running after us with his scalpel”_   Wheeljack continues in whisper.

Bumblebee snorts. _“Leave Ratchet alone, Burnout.”_

_“Ha… Doc can take it. You were doing pretty well with that staff by the way. For a rookie.”_

Suddenly Bumblebee notices Wheeljack’s hand sliding up his thigh, the scout jerks his optics back to focus completely on him. Wheeljack’s hand ends right next to Bumblebee’s interface panel, his thumb teases the outer seams in a way that’s unmistakable. Bumblebee feels his groin respond immediately to Wheeljack’s touch, but he’s too surprised to stay in it. Wheeljack doesn’t seem to flinch when Bumblebee gets up on his pedes. Embarrassment makes Bumblebee quickly glance at Ratchet to see if he saw anything, but he seems as engrossed in his work and analysis as ever. Wheeljack gets up too, looking like nothing happened. A smoldering surge of energon finds its way to Bumblebee’s face as he realizes what just happened and his interface panel feels all the tighter because of it. Wheeljack’s hand brushes his own intentionally and right now, he doesn’t mind it.

Ratchet notices that the room went silent and sneaks a glance at the two rowdies. “Going to do something constructive finally?”

They are both silent for a moment before Wheeljack responds. “Yeah, we are.”

“Good.” Ratchet returns to his work, none the wiser. Wheeljack tugs on Bumblebee’s arm, motioning for him to follow. They sneak out of sight of Ratchet, down the hab suite corridor. Thoughts of Knock Out rage through Bumblebee’s mind as Wheeljack leads him down the hallway.

_Knock Out wouldn’t care about this anyway. Then why can’t he shake the feeling that this is betrayal? Is it even okay to be this excited, so soon after they ended things?_

Bumblebee doesn’t know, all he knows is that he won’t deny the thrill coursing through his frame as Wheeljack pulls him inside the first open room and closes the door behind them.

“This is Ratchet’s office” Bumblebee notes, not entirely happy.

“It sure is.” Wheeljack pushes himself up against Bumblebee, making Bumblebee stumble a few steps backwards and causing him to bump into Ratchet’s desk. Wheeljack forces his knee between Bumblebee’s thighs, parting them slightly. “Turn around.” Wheeljack’s words are so commanding that Bumblebee freezes.

“So it’s going to be like that?”

“I don’t know what you’re used to Kid, but right now I’m calling the shots.”

Bumblebee reluctantly turns around. He admits to himself he wants this, but maybe this was not exactly what he had in mind would happen. The Wrecker’s hands are on him immediately. They are on his hips, the touch very firm. His hands slide inwards, towards Bumblebee’s interface panel. Bumblebee ex-vents with want, the fact that they are in Ratchet’s office is already forgotten. “Put your hands on the table,” Wheeljack orders. Bumblebee does.

Wheeljack leans in. He’s right on the scout’s body now, his chassis warms up Bumblebee’s back. “It gets me really revved up when a bot can make me kiss the floor like that. Next time I won’t be so careless with you.” Wheeljack’s hand is stroking Bumblebee’s panel.

“You’re not the only one able to play dirty...” Bumblebee whines once, his knees are going weak.

Wheeljack places his face right next to Bumblebee’s audio sensors. “Cheeky, huh? I like that.” Bumblebee moans, the feeling of Wheeljack’s hand on his panel is almost too much. His spike is pressing unpleasantly behind its cover and Bumblebee lifts a cautious hand to ease Wheeljack’s persistent touch.

“Keep your hands on the desk.”

Bumblebee obeys, his ventilations become increasingly heavier. Wheeljack’s voice sounds so different. Deep and seductive. “When will I get to see it? Or should I say feel it?”

Bumblebee groans as his panel snaps open, his spike finally relieved of its constraint. Wheeljack eagerly slips his hand around it. Bumblebee bites down on his lower lip.

“That’s more like it.” Bumblebee detects Wheeljack’s own cover click open and he shivers as the Wrecker’s spike drifts along his aft. “Bend over.” Wheeljack nudges Bumblebee over and Bumblebee obliges to his want. Bumblebee expects Wheeljack to go right for his valve, but he doesn’t. Instead, he concentrates on Bumblebee’s spike, his hand plays with the slickness of the head.

Wheeljack enjoys the feeling of Bumblebee’s beads of lubricant leaking from the tip. He hasn’t even felt up his valve yet. “You’re plenty wet for me barely having touched you.”

“You got me… you got me worked up.”

“Sure did. You have a lot of tension you need to work out.”

“…Maybe.” Bumblebee’s knees buckle under him. Wheeljack’s hand now glides firmly along his spike and it feels amazing.

“You were coming at me pretty strong.” Wheeljack moves his unoccupied hand to Bumblebee’s valve and strokes a couple of digits along the wet rim. He imagines his spike inside and acknowledges it’s going to be a tight fit. The scout’s backstruts arch with the Wrecker’s fingers on him, his aft presses against the underside of Wheeljack’s spike involuntarily. Wheeljack only takes it as further invitation.

“Your face was begging for me to maul you” Bumblebee gasps, his panting heavy.  

“Ha! You know I usually don’t like the way you fight. You fight like Optimus, but that… that was fun.”

At first, it sounds like Bumblebee is trying to express some form of retaliation in words, but he ends up quivering instead and whines “don’t stop.”

“I’m not going to.” Wheeljack watches Bumblebee crumble in pleasure; the scout is almost hugging the desk now from bare sensation. He likes Bumblebee’s spike in his hand. It has a nice size. “Your spike feels really good. Do you want to know what mine feels like?”

Bumblebee almost can’t get words out of his mouth. “Just do it.”

“I want to hear you say that you want it.”

“I want... yes I want it.”

Wheeljack takes his hand back to slip around his own spike, guiding the tip to Bumblebee’s valve. He slowly presses his spike inside, wanting to feel every twitch of Bumblebee’s body as he does so.

Bumblebee feels his inner walls stretch and contract around Wheeljack’s spike. He never expected Wheeljack to be so big. It’s not painful, but it will take some time to get used to. At first it’s difficult to enjoy at all, but Wheeljack knows he’s a tight fit and he eases Bumblebee into his size. Wheeljack’s hand slides under Bumblebee’s stomach to steady him, which Bumblebee interprets as Wheeljack’s way of comforting him. He tenses as Wheeljack’s spike buries inside of him all the way to the hilt.

“I can distract you with more useless comments, but I doubt that will help.”

“I... I can take it.”

“Of course you can.” Wheeljack pulls out of Bumblebee’s valve and then pushes in again, starting on a slow, tentative pace.

“Oh frag!” Bumblebee’s pants increase as he tries to let himself relax.

“You’re doing well” Wheeljack encourages. He returns his hand to Bumblebee’s spike, hoping it will help ease the process further.

Bumblebee responds well and emits a deep moan as his digits set to work. “Oh yes…”

Wheeljack gets increasingly more excited. It feels like Bumblebee is starting to ease into it so he picks up his rhythm in earnest. It takes a while, but finally Bumblebee feels like he can enjoy Wheeljack’s spike in him. He senses that Wheeljack is enjoying himself just as much; the Wrecker’s deep voice proves his pleasure when he starts moaning as loudly as Bumblebee.

Suddenly Wheeljack pulls Bumblebee back up and off the desk, with his free arm embracing the scout’s upper body. Wheeljack slams himself down on Ratchet’s chair without a care in the world and pulls Bumblebee down to him. Bumblebee is quick to take the hint and lifts himself up, before sinking unto Wheeljack’s spike with his back facing the Wrecker. Wheeljack pulls Bumblebee close and buries his face between his shoulder plates as the scout’s hips slam down on him.

Wheeljack is too far gone now in rapture. All there is to him is his spike in Bumblebee’s valve and the unrelenting rhythm the scout pleasures him in. His hands are on Bumblebee’s hips, urging him to go even faster.

Bumblebee bites back another volley of verbal appreciation and lets his hand wrap around his own spike, knowing exactly what speed and pressure he needs to reach climax. Having Wheeljack’s impressive spike inside only makes self-servicing better and it quickly makes Bumblebee overload. His back arches into Wheeljack’s chassis as he comes, his hands soil with his own transfluid.

Wheeljack quickly realizes that Bumblebee overloaded. Bumblebee senses it makes Wheeljack hotter because he grips very hard around Bumblebee’s waist in a grunt. Not long after, the Wrecker overloads as well, the feeling of his transfluid pumping into Bumblebee makes the effort very worthwhile.

Wheeljack slumps back in the chair as the pleasure from his overload dissolves. Bumblebee is too exhausted to move. He leans back into Wheeljack’s chassis, only noticing now that his cooling fans have been on for a while. Their panting lessens moment for moment. Bumblebee only gets to jerk up a little when he moves to get up from the chair. Wheeljack wraps his arms around him and keeps him close.

Wheeljack’s voice is back to its normal, cool frequency. “This was nice.”

Bumblebee is silent for a while before answering. “Yeah, it was.”

“It was probably just a one-time thing though.”

“I figured as much.”

“You’re disappointed?”

“No I…” Bumblebee thinks about it for a moment. “I barely see you anyway. You’re the cool, casual, loner type. I get it completely.”

“Alright. I guess I should have told you before we got this far, but I think you got the hint when I… you know.”

“I did, don’t worry. Besides…” Bumblebee almost mentions that there’s someone else, or was, someone else, but he stops himself before the situation gets awkward.

“Besides what?”

“Uh, nothing. Forget it.”

Bumblebee wriggles out of Wheeljack’s embrace and rises from his lap, transfluid spill out on the floor and trickle down his thighs. He knows he’s going to feel sore later from their rumble, but he doesn’t mind it too much.

“We have to clean this up before Ratchet sees what’s been going on.”

“Nah, leave it. Doc could use a little color in here.”

“…that’s disgusting.”

Wheeljack laughs. For a moment he considers pulling Bumblebee back down on his lap to wrap his arms around him for comfort, because Primus knows the scout has been excessively tense today. It’s transparent that what he needs is some love and affection, but Wheeljack decides against it. He’s not the right mech to give him that. Relationships are not exactly his thing. All he would achieve would be to hurt Bumblebee, sooner rather than later.

“You’re alright Kid. I get what Optimus sees in you.”

Wheeljack’s words makes Bumblebee feel happy and strange at the same time. He’s not sure if he deserves such praise. “Thanks Wheeljack... I want to earn my place right next to him.”

“You’ve already earned it more than once.”

Bumblebee looks searchingly at Wheeljack. The Wrecker sounds very sincere. Then he reaches out a hand to Wheeljack.

“Come on, Burnout. Looks like you need help getting up from there.”

Wheeljack snorts. “Why don’t you shove that sentence up your afterburner.”

 

~ · · · ~

 

Later, during the same solar cycle, Bumblebee returns from patrolling the immediate area around the Autobot base. The night is starting to blanket the landscape, the stars are becoming visible overhead. Bumblebee likes nights like these. Watching the stars makes him think of home. The pleasant starry view disappears as Bumblebee reaches the tunnel to the base. When he reaches the bridge, he transforms from his alt-form and immediately spots that everyone is present. Optimus appears to be in deep conversation with Ratchet. Bulkhead and Arcee are preparing to take Miko and Jack home from their visit. The only one missing is Wheeljack.

Bumblebee catches Arcee on her way out with the others.

“Arcee, where’s Wheeljack?”

“He left earlier. I thought you knew?”

“No I… already? Left as in he’s just out somewhere or as in left we-won’t-see-him-in-months?”

“He’s not going to come back for a while.”

Bumblebee’s shoulders suddenly droop a little and his face changes. “Did he say where he was going?”

“No I don’t think he wants us to know where he goes when it’s time for him to be alone. Why do you ask?”

“I…” Bumblebee chokes. He’s honestly surprised at how bad he feels about Wheeljack leaving all of a sudden, without saying goodbye or see you later.

“Are you okay?” Arcee places a gentle hand on his wrist.

“Yeah I’m, I’m fine.” Bumblebee smiles reassuringly.

“Alright. If there’s something you need to talk about just tell me.”

Bumblebee nods. He watches Jack shout for Arcee over at the tunnel entry, asking if she’s coming or what. They are both gone a moment after. Bumblebee wonders if he should take a drive to see Raf, but at this time of day he’s usually recharging. Maybe tomorrow.

His mind wanders to where Wheeljack might be right now and what he’s doing. He imagines him lying under the open star sprinkled sky, on a hillside, already far away from here, with trees and open green fields surrounding him as far as the optic can see. His hands would be behind his neck, one of his knees casually bent and a satisfied smile would play on his face. It's a nice image, even though enthusiastic. Strangely, the image brings Bumblebee a measure of peace. Wheeljack is out there and someday he’s going to be back. It’s always going to be Wheeljack’s style to not be good with goodbyes.

Suddenly Knock Out’s face comes back to haunt him. An unpleasant stab pokes at his spark. He thinks back to the first time they were together, the experience so strange, so new, so wrong and so exhilarating all at the same time. Bumblebee realizes he would give a lot to see him again, just one more time, only to look him in the eye and tell him that he’s sorry for the things he said, that he wish everything could be different, even though he’s worth nothing to Knock Out.

Sometimes he doesn’t know whether to be more angry than sad, but for the most part, he can’t bring himself to a level of anger that would make him push Knock Out into the void. He’s still very much alive in his mind and he’s silently waiting for him to fade into oblivion.

Still waiting…


	4. Layer 0.4

Knock Out’s audio sensors are close to utter fracture. He’s tempted to cover the sides of his head, but refrains. The insolence would be too great.

Megatron’s majestic and wrathful voice has been blasting out at everyone for a while now. Knock Out is the only one acting like nothing is happening, minding his own business, his optics are locked on his monitor. Every single vehicon on the command bridge might look unaffected, but Knock Out knows they are trembling, including himself and Starscream, the Seeker being the object of Megatron’s ongoing rage. It’s been quite a while since Megatron has been this angry with Starscream and it’s rather unusual to see his calm and calculating mask slip off this badly.

“…Tell me exactly how it fell out of your possession Starscream, did your optics suddenly offline, did you lose an arm, or a leg, one would think you lost your _whole_ head in order to lose it.” Megatron’s powerful voice lashes out like a whip.

“It was the scout and the two-wheeler. Their ambush was carefully planned.” Starscream clearly tries to look as unaffected as he can, but hurt is written all over his face.

Knock Out looks up from his monitor with the mention of Bumblebee.

“Was it now… Just how many seekers were under your command?”

“Seven, I believe.”

“Which equals eight Decepticons against two Autobots, and still the Autobots came out victorious. Do you see the obscenity?”

“Of course I do.”

“Not only did you lose it, you also slander our proud name. You’re a disgrace!”

Knock Out notices Megatron almost spits in Starscream’s face with his indictment. Starscream’s clawed hand is dripping energon from a wound further up his arm. Interesting… Knock Out reflects. He should have known being Megatron’s lover won’t save you from his wrath when you mess up royally.

Starscream seems to accept his fate and stands silently at attention, waiting for another shower of verbal hail, but Megatron’s voice shifts to a low careful growl, which he makes sure everyone around him can hear. “Maybe it’s time to sincerely reevaluate the second in command position.”

Starscream’s face is far from happy, but he keeps his silence.

Knock Out bites back a snicker. As if he’s never heard this song before. Suddenly Megatron’s face focuses on him. _Oh frag._

“Knock Out, take Starscream to the medbay.”

“Yes Lord Megatron.” Knock Out gestures towards Starscream to follow him. He’s stopped shortly when Megatron speaks again.

“…And make sure it’s fixed well.”

Knock Out nods and watches as Starscream reaches him. Just before they exit the command bridge together Knock Out spots one of Soundwave’s minicons hiding in a corner. It never seizes to amaze him how that slag-sucker manages to be everywhere at the same time.

Knock Out and Starscream manages to get to Knock Out’s medbay without exchanging a single word on the way. Knock Out gestures towards his table when they enter. “Hop up and take a seat.” Starscream obliges without a word, his aft hits the operating table with a light clang. Knock Out grabs his most important tools and sets to work on closing Starscream’s wound. It’s dripping energon quite profusely, in spite of it being a superficial injury. It doesn’t take Knock Out long to fix it. He grabs a piece of polishing cloth to clean the remaining energon sticking to Starscream’s arm as he’s close to being done.

Knock Out takes a moment to appreciate Starscream’s form as he gently rubs the cloth over his plating. The color tone of the Seeker’s plates is appealing, his narrow hips are annoyingly tantalizing. Knock Out’s optics dance over Starscream’s leg crossed over the other, his upper heel bounces very lightly up and down. He then sneaks a peak at Starscream’s face, who looks profoundly bored.

It only takes Knock Out a moment to think back to the recording Soundwave showed him and imagine a different scenario where Megatron and Starscream later will be having angry make-up interfacing. He imagines Starscream with his hands on a wall, his aft sticking out to welcome Megatron’s hands on his hips as he begs for the gladiator’s spike inside his valve. The thought tickles Knock Out, even makes him strangely hot. Maybe he doesn’t mind Soundwave recording them being naughty after all… Knock Out is zoning and he realizes it too late when Starscream looks at him questioningly.

“Knock Out, what are you doing?”

“Uh, nothing.” The medic immediately returns to wipe down Starscream’s arm.

Starscream searches Knock Out’s face, squinting. “You were thinking of something particular. What was it?”

“I was thinking of Megatron making you look like a glitch.”

Starscream snorts. “Go wash that mouth of yours in necrotic acid.”

“Ouch…” Knock Out wipes away the last drop of energon and then recklessly leans in towards Starscream’s face. “As your medic, I would propose a little extra caution with your extracurricular activities. I mean, you must like it rough and I’m sure you would want that tight valve to be in pristine condition at all times don’t you?”

Starscream’s facial expression changes instantly. “What… did you say to me?”

Knock Out smirks. “You heard me.”

Suddenly Soundwave appears next to the operating table and interrupts the pair. Neither of them saw him coming, but at this point they are both used to him appearing out of thin air.

“What is it?” Starscream snaps, clearly angry.

Soundwave lifts an arm and points it at Knock Out. “He has business with me,” Knock Out states, eager to get rid of the SIC.

The Seeker can barely control his frustration. “Are you finished then?”

“You’re all done.”

Starscream elegantly hops off the table and is looking like he’s about to leave as if nothing happened when he turns to Knock Out and says “don’t think I will forget what you just said… I might feel like clawing some answers out of you later…” Starscream gives Knock Out a menacing smile and then saunters out the room.

As Starscream disappears out of earshot, Knock Out looks over at Soundwave. The spymaster stares back at him. He taps a treacherous digit on the table in barely masked annoyance. Knock Out knows exactly what Soundwave is thinking.

“What? I couldn’t help myself.”

Soundwave’s tapping stops. Then he points over at the medbay exit.

“Yeah, yeah. I know. I have too much to do right now.”

Soundwave seems to accept Knock Out’s answer and then moves to return to his own duties. He pauses on his way out when Knock Out speaks.  

“I will come by later, like I promised.”

Soundwave nods.

 

~ · · · ~

 

Soundwave’s private hab suite is as barren as Knock Out believes the spymaster’s mind to be. It is completely empty of any kind of tools, Cybertronian memorabilia or datapads. The only noticeable thing in his room is a monitor on the wall, and a simple berth pressed up against a corner. Knock Out is quick to spot one of Soundwave’s minicons sitting next to the monitor. He thinks the name of that one is Frenzy. Its red optics glow in the dim lighting of the room. It only takes a flick with one of Soundwave’s digits to signal for it to leave and it scurries out of the room like a rat.

Knock Out slowly twirls one time around himself as the door closes behind them, as if he’s greatly impressed with the view. Then he strolls over to Soundwave’s berth and flings himself down on it. He props himself up to lie on his side with his hand supporting his head in a casual manner. “Very quaint. You must feel right at home in here.” Knock Out’s expression intentionally betrays his true impression.

Soundwave ignores the comment and walks over to his monitor. His digits ghost over the panel for a while with tremendous speed. Knock Out doesn’t know anyone faster with his digits than Soundwave. The spymaster looks satisfied as an icon in Cybertronian named _Auto Detect_ shows up on his screen. He turns to face Knock Out, giving him a silent stare.

“We won’t be disturbed then?” Knock Out asks.

Soundwave shakes his head once.

Knock Out’s expression changes. Time to get serious. “So how does this work?” Knock Out sits up properly on Soundwave’s berth, looking genuinely curious now. Soundwave steps in front of him, his tentacles slither out from his chassis. They glide towards him, one of them wraps lightly around his waist. Knock Out doesn’t pay it any mind. For someone unaware the gesture might look affectionate, but that is far from the truth. “I heard for some mechs this is supposed to be better than interfacing, is that true?”

Soundwave tilts his head, as if he’s thinking about what to answer. Then three words appear on his mask in response.

_– Lets find out. -_

Soundwave’s tentacle moves on from Knock Out’s waist and slithers behind his back. Knock Out reaches behind his neck and clicks open a hatch with an input underneath just right for the tentacle’s diameter. Soundwave’s tentacle is so close to being plugged in when Knock Out asks, “wait, will this hurt?”

If Soundwave is annoyed by the interruption, he doesn’t let it show. He reaches towards Knock Out with his hand, places his index-digit right under the medic’s chin and tilts his head up slightly. That is when a smiley face with its tongue sticking out appears on his mask. All Knock Out manages to do is think you-smug-slag-sucking-piece-of-, before Soundwave finally plugs in his tentacle in the back of Knock Out’s neck with a clack.

In an instant, everything around Knock Out dissolves into an explosion of colors and cascades of different shapes. An indestructible sensation courses through his frame as he detects Soundwave inside his mind, his digits scrape along the cracks of his facade. Everything is moving too fast inside his mind for him to grasp onto anything solid. Soundwave’s presence is unnerving, so much so that he feels threatened, almost as if Soundwave’s long, slender digits were around his throat in the physical world, wanting to squeeze all life out of him.

“Do not resist…” A voice calls out in his mind.

Knock Out finds the voice strangely soothing. “Is that your real voice?”

“No.”

“I’m disappointed.”

“Relax.”

“Like that’s so easy with you poking around in my head.”

Soundwave grows silent. Knock Out senses he’s giving him time to get used to the feeling. It takes a while for him to relax into the flow. It is extraordinary, really, and hard for Knock Out to describe his experience. He sees faces, words, images and vast amounts of code slipping by his field of vision. The most peculiar thing is the emotional connection with Soundwave pumping through his mind in a steady rhythm and the exceptional control the spymaster has over the current of information. Knock Out realizes Soundwave is able to dig out any juicy material from his head and make them both see and feel it, almost as if they were reliving the moment.

Knock Out instinctively realizes it’s a two-way street and that he has the ability to poke around in Soundwave’s head as well, but he hasn’t figured out yet how to do it or if he can at all. A labyrinth of complex firewalls shield the spymaster’s mind and Knock Out is quick to deduce that Soundwave’s mind is like an impenetrable fortress best not disturbed. Knock Out accepts that he can do nothing and lets the overwhelming feeling of him and Soundwave being one take over his mind.

He clearly sees Soundwave in his mind, looking at all the information he can and digging around in his memories, choosing with incredible speed what he can use and what to discard. Knock Out is uncertain how to feel about Soundwave roaming freely in his mind like this. The only feeling that manages to find him is comfort by the fact that he can’t do anything about the situation even if he tried. Everything is wide open. No secrets. It is all there for the taking and Soundwave has access to it all. At this point, it is difficult for Knock Out to care. That is… until Soundwave strikes a nerve.

It starts as a faint beat and quickly increases in velocity. Soundwave is feeding him images, memories of the same face. The feed is so intense that Knock Out realizes Soundwave is doing it on purpose and it makes him feel like he’s falling down a cliff.

 

_~ Their faces are right next to each other. Both leaning in across the table from opposite sides. Breakdown’s warm smile lights up the entire room and the world seems to disappear around him. Knock Out’s slender hand rests on the side of Breakdown’s facial plate. He looks into Breakdown’s optics. They radiate the innocent and real kind of affection. In that small moment, Knock Out knows that wherever Breakdown is, is home. Knock Out leans in to put his lips on Breakdown’s, every little outline of his metal so comfortably familiar when they meet. ~_

 

The memory is so vivid that Knock Out takes it like a hammer swinging to his gut. Every little detail is so perfect that the same needle poking at his spark during his argument with Bumblebee resurfaces and it pierces relentlessly.

“Don’t…” Knock Out solicits to Soundwave.

Soundwave responds with nothing, other than continuing with forcing images and memories of Breakdown through their link, like a heart rapidly pumping blood through veins. Knock Out feels sick, but there is no escape. Another memory starts clawing at his conscience, making him want to scream.

 

_~ The command bridge is silent. The Earth’s moon is the only source giving the space light. Knock Out enters the darkened room, the only one already present is the TIC with his optics focused on the main monitor. Knock Out is anxious. He’s been working the entire solar cycle, but Breakdown hasn’t come by like he usually does when night falls around the Nemesis. Knock Out barely reaches Soundwave properly before the question bursts out of his vocalizer. “Where is Breakdown?” His question comes out like he’s annoyed rather than curious._

_Soundwave turns to face him without hesitation. At first, the words on Soundwave’s mask don’t make any sense. – He’s not coming back. -_

_Knock Out huffs. “What do you mean he’s not coming back? I don’t appreciate bad jokes."_

_Soundwave seems to hesitate. Then a status message appears on his mask in capital letters. BREAKDOWN. STATUS. PERMANENTLY OFFLINE._

_Knock Out’s optics dilate slowly, until his face resembles that of a frightened animal. It takes a while for him in silence to rediscover his ability to speak. "…What happened?” Knock Out stares at Soundwave, too shocked to register the gaping void opening beneath his pedes._

_Soundwave answers with a single image popping up on his mask. Glowing fuchsia optics stare back at Knock Out, four pairs of spidery legs beg to be snapped in half._

_Knock Out’s voice drags out, his question brims with contempt. “She… did this?”_

_Soundwave nods, then he plays back a sentence Megatron must have spoken earlier in his absence. “Airachnid scrapped the fool. A testament, to why you should never turn your back on a wretch like her.”_

_Knock Out’s stare grows distant and his optics gloss over, as if a shroud is falling around him. Soundwave stands like a statue, carefully observing._

_“Where is she?” Knock Out mutters. His fists are clenching and the maddening shroud only shortly lifts._

_Soundwave points at the monitor. Satellite surveillance is jumping through gridded maps and shifting through simple hacked human devices placed around street corners and other less frequented places. A dot on the map indicates Laserbeak pinging every klik to reveal its current location._

_He’s searching…_

_Knock Out turns to leave, the void from before is getting wider. Black arms sprout out from the emptiness and grip tightly around his spark chamber. He puts tremendous effort into masking his rage in his last plea to Soundwave._

_“Find her…" ~  
_


	5. Layer 0.5

“Stop it! Soundwave, make it stop!”

The paradoxical memories are so painful that Knock Out resorts to pleading, something he only rarely deems necessary to do. No words can describe the anguish he’s forced to relive by Soundwave’s skilled use of their mind-connection. Knock Out knows he’s sitting as still in the physical world as if he was recharging, but he desperately wants to escape, to writhe out of Soundwave’s grasp and flee like he might be able to if it was a dream.

“Please” Knock Out implores.

It is then, Soundwave stops. The line between them grows silent, the only thing still detectable through their connection is a faint pulse. A moment passes before the pulse slowly picks up its pace again, but this time it feels entirely different. Knock Out far from understands why Soundwave now relays wave after wave of comforting vibrations, as if the spymaster wants to calm him down. Knock Out sees him clearly again in his mind, reaching out his hand to him, begging him closer. Knock Out hesitates, but then takes Soundwave’s hand in his. Suddenly it is as if a gate opens in Soundwave’s mind. The portcullis of his fortress opens enough for Knock Out to enter and Soundwave pulls on him, guides him through the gate. Knock Out is overwhelmed by the apparent inner life of Soundwave as he enters his mind, forever proving that the spymaster’s head is far from empty. Now he sees Soundwave’s own memories and emotions laid bare for him. They are like files on a monitor he can pull out on a whim.

Soundwave’s voice is very calm when he speaks.

“See.”

He pulls out a memory to share with Knock Out. A rush of colors and shapes makes Knock Out dizzy, until a steady image manifests before him.

 

_~ The roar of the crowd is deafening. The tip of Megatron’s sword rests right at Soundwave’s exposed throat. He lies defeated by a narrow margin - by this Megatronus reformed. There’s a ferocity in the gladiator’s optics that Soundwave has never seen before in anyone else. He is without mercy, like a metallic beast on the hunt for heads. In that short moment Soundwave awaits his imminent death in silence, he looks into Megatron’s optics and catches a glimpse of the gladiator’s soul screaming for the justice and change Soundwave has only caught others whispering about._

_The crowd is going wild for Megatron to finish Soundwave off. To see his plates ripped apart and his energon spatter the dark surface. To his surprise, Megatron ignores the spectators to drop his sword on the ground and reach out a hand to Soundwave instead, an act almost equal to spitting on Sentinel Prime’s command. Soundwave only hesitates for a moment before he takes Megatron’s welcoming hand. Megatron pulls him up on his pedes and raises their arms above their heads together in a gesture of victory._

_Now the crowd cheers in a thunderous uproar, validating Soundwave as a gladiator worthy of surviving the mighty Megatron, because witnessing the powerful gladiator spare an opponent must mean something very special. Soundwave knows they cheer the loudest for the mech standing right next to him. Something inside of him awakens as he watches the crowd and feels Megatron’s hand on his own. “Megatron! Megatron!” the crowd roars. He catches Megatron looking at him and nodding at him once in unmistakable respect. ~_

 

The image fades. Knock Out is amazed by the intensity of Soundwave’s memory. His sense of self becomes increasingly blurrier, the outlines of Soundwave’s and his consciousness splash together to become one like falling water droplets. Strangely, Knock Out feels calm. Before Soundwave’s memory fades completely Knock Out is whisked forwards to another one, no longer afraid of their bond.

 

_~ Megatron’s voice echoes across the Kaonic plateau. He stands elevated above his listening crowd, his every word sink in to their sparks. Soundwave is right next to him, exactly where he is supposed to be. He keeps his gaze locked on the mass of mechs and seekers to ensure the safety of his Commander, but he is listening just as intently like everyone else._

_For every time Megatron restates his vision for Cybertron, Soundwave’s conviction of the gladiator’s truth becomes increasingly evident. Megatron’s words stir something otherwise locked away inside Soundwave’s form. A longing he never knew he had for the world to change… He cares little about the means. In the world to come Megatron will stand at the top with him at his side, no matter the cost._

_Soundwave steals a glance at his Commander. Megatron is so enraptured in his speech that he doesn’t seem to notice the Seeker Trine transforming to proto-form and gracefully landing on the roof of a building overlooking the plateau. Soundwave spots them immediately. The Air Commander named Starscream is back, all the way from Vos. The Seeker has shown interest in a future alliance with Megatron and his growing following of gladiators. His agenda might be convincing, but Soundwave doesn’t trust Starscream. Future dealings with the Air Commander call for caution._

_For now, the Trine observes Megatron, waiting for his closure so they can approach him in person and away from too many prying optics. Soundwave can’t take his optics off Starscream. Something about him makes Soundwave think of a ticking bomb. ~_

 

Soundwave abruptly yanks Knock Out away from the plateau in Kaon, away from Megatron and the watching Trine. He then lets Knock Out plummet right into a dark and spacious hab suite.

 

  _~ Soundwave is calculating whether he should be here in person. It is possible he should have sent Rumble or Frenzy to do this, to rummage through Twinblade’s personal belongings and datapads. He concludes that this is too important to leave to his minicons. If he fails, the consequences could be severe. It is his fault and his alone that the ensuing problem was created in the first place. He failed Megatron. Let it be the first and last time._

_Twinblade, the former Iaconian diplomat turned gladiator, turned traitor, gained access to numerous sensitive Grid transmissions part through a dumb stroke of luck and part skill. All the recorded transmissions were between Megatron and various recipients, including the librarian working in the Iacon Hall of Records, Orion Pax. The latter conversations are of a rebellious nature, even if yet just words and could potentially nip Megatron’s plans in the bud if caught by the right optics. Soundwave discovered Twinblade’s intention of revealing the transmissions to the High Council, in return for acceptance back into Iaconian society and escape his life as a gladiator. It didn’t take long for Soundwave to find him and dispose of him permanently on Megatron’s orders. The traitor put up a decent fight before his body went limp, his name was such a disgrace to speak that no layer of caste would have him, except the unfortunate scum and warriors in the gladiatorial pits._

_The location and the appearance of the hab suite is too neat for a gladiator. Big wide windows cover the entire outfacing wall. The highly elevated view over a dark and star blanketed Cybertron would make most mechs stop and admire, but not Soundwave. The spymaster concludes that Twinblade must have had contacts with influence in order to live here. He finishes scouring through Twinblade’s things and lets his tentacles slink out of his chassis to plug into Twinblade’s monitor. He immediately finds names and locations of Twinblade’s contacts hidden under lock. The information drifts across Soundwave’s mask in complex code, encrypting it as it enters his system. Soundwave only just detects someone entering the room behind him. He pays it little warning because the only mech who can take him by genuine surprise is Megatron himself. His Commander’s voice is cool and collected when he speaks._

_“I had to see for myself if this was indeed where the little zap-rat made his living.” Megatron’s hand glides curiously across the edge of a couch placed in the middle of the room. Soundwave soaks up the last bits of needed data from the monitor and retracts his tentacles. He turns around to face Megatron._

_“I assume, Soundwave, that Twinblade is well represented in past tense?”_

_Soundwave nods, then he displays an image of Twinblade’s crushed and lifeless vessel on his mask._

_“Your error could have cost us dearly, but I must admit I admire how quickly you fixed the problem… If only the others were half as dedicated to our cause as you we would have rocked Cybertron’s very foundation by now.”_

_Soundwave processes Megatron’s words. He has no box in his mind reserved for praise. Only a narrow lane to channel feelings he doesn’t know or care what to do with, but in spite of this, the longing for change inside his form transforms into a massive hungering creature wanting more. It’s been there for longer than he likes, clawing its way through his gut and Soundwave can’t bear it. He turns to the huge windows and the starry darkness outside. He catches his own reflection on the glass and Megatron behind him, finding no escape. He watches on the glass as Megatron walks behind him and places a hand on each of his shoulders._

_“It is unfortunate we have to resort to less honorable methods to protect ourselves… but I know such things don’t concern you, isn’t that so?”_

_Megatron moves his hands away and instead slowly wraps his arms around Soundwave’s chassis, pulling him close. Soundwave is stunned, but nothing lets it show. He registers the intense heat radiating from Megatron’s frame and the light shining on the gladiator’s silvery plates as Megatron leans in next to his face._

_“Take a good look at yourself Soundwave.” Megatron’s voice is so calm that his words can’t possibly mask any trickery. Soundwave does as he commands and gazes at his own reflection._

_“The ideal warrior,” Megatron starts. “Loyal. Intelligent. Strong. Those are qualities I highly value in those closest to me. ”_ _One of Megatron’s hands ghosts down Soundwave’s chassis._

_Megatron’s next words are full of a longing that Soundwave doesn’t immediately understand. “Do you know the excruciating pain of being unable to grasp what you desire the most? To covet something so strongly that you are willing to destroy anything standing in your way?” Megatron’s hand stops at Soundwave’s pelvic plates, his digits press against them. Soundwave stands still as if paralyzed._

_“I think you do…” Megatron’s upper hand slides under Soundwave’s chin, turning Soundwave’s face towards his own._

_For the first time in Soundwave’s existence, his knees feel weak and an intoxicated haze drifts around his frame. Their faces are so close that Soundwave detects Megatron’s rich and pleasant metallic tang with ease. Megatron’s digit grazes Soundwave’s mask, his optics gaze down at him with what Soundwave can only interpret as intense affection. It feels like an eternity for Soundwave as he lifts his hand. He’s going to put his digits on top of Megatron’s, but before he can complete his action Megatron speaks._

_“Some precious things shine the brightest when standing alone…”_

_Megatron only lingers a moment close to Soundwave before he turns. His hands slip off Soundwave’s body. Soundwave immediately turns around on instinct and reaches out to his Commander, but the moment is already gone, his slender digits touch nothing but air. All that is left to greet Soundwave is Megatron’s back as he disappears out Twinblade’s hab suite. ~_

 

Knock Out and Soundwave fall through the memory as if through water, except there is no liquid matter to greet them on the other side. They fall together through uncountable memories both of them have lived. They drift along an endless stream of images and emotions connected. They take in everything, reliving each experience in just moments at a time. A silent bond grows between them where no words need spoken.

Knock Out doesn’t grasp the capacity within himself to be in understanding of Soundwave, but yet finds himself oddly capable. It feels like Soundwave’s hand is on his, now wanting to guide him through a particular stream of memories. Knock Out recognizes them immediately and before he can protest he is already once again, thrown smack in the middle of it.


	6. Layer 0.6

_~ Rage is burning through his form. He’s revving up his engine hard. The fleshlings around him in their automobiles are ready to go, their hands are on the wheels and gears. The windows are down, banter is going back and forth. Knock Out can hardly wait for the signal, his alt-form is rumbling like thunder for a good show. The sky above is so dark that rain is bound to burst from the clouds any time now._

_In the klik where the fleshling on the road finally gives the signal, Breakdown appears in Knock Out’s mind, making his spark chamber feel like it’s about to cave in. Knock Out speeds up so fast that it leaves blackened skid marks on the road. He immediately takes the lead as the fleshlings align themselves with his alt-form or trail after him close to his tail._

_The trees blaze past Knock Out. The intoxication of speed so close to the ground takes him into his own world. For a moment, he is able to forget what brought him here in anger and sorrow, until he catches the fool in his rearview mirror. It’s the same one that always manages to get under his plates. In human standards, the fleshling is young and dumb. Too dumb and unaware to realize the danger he’s in when pushing Knock Out’s buttons and for some reason, this particular fleshling has taken an interest in him, probably because Knock Out never rolls down his windows. As usual, the fool drives his blue mustang. What an eyesore. The fleshling speeds recklessly close to Knock Out, as if taunting him. Knock Out’s anger grows as the sky finally breaks and rain starts hitting the road. Amazingly, the fleshling manages to overtake Knock Out, cutting in in front of him, making him slow down deliberately. At this point, Knock Out is fuming. The fleshling knows Knock Out’s style well enough to know that he hates losing. The other humans now easily overtake them, they speed off into the distance, careless about the rain obscuring the road._

_Knock Out waits for the other cars to disappear out of sight. Apparently, the fleshling is in it this time to get to him personally. He’s going to teach the punk a lesson._

_Suddenly, Knock Out transforms to his proto-form while moving forward, instantly grabbing the backside of the fleshling’s vehicle as his arms manifest. Knock Out drags out the second syllable of his rising exclamation. “Surprise!” He immediately hears the fleshling scream inside his car and sees him look wildly back at him. The fool is trying to throttle out of his grasp. It’s amusing to watch him try. Knock Out reaches for the driver’s door and without effort at all rips the door out of the car frame. The fleshling stops screaming and stares up at Knock Out like a spooked animal._

_“Someone’s been naughty and forgotten their seatbelt.”_

_“Pl-please, don’t hurt me!” the human shrieks._

_“If you beg properly I might consider just cutting your vehicle in half and take the battery as a useless souvenir.” Knock Out grabs the fragile fleshling in his hand and holds him up to his optics to study the one who caused him so much annoyance when racing. The human is flailing helplessly now in his grasp. “What the hell are you? God no…”_

_Knock Out chuckles in his own amusement. He’s thinking about crushing the human in his hand and he’s close to doing it when Breakdown returns to haunt his mind. Knock Out’s expression changes and his grip on the fleshling alters from a tight squeeze to a light hold. He looks carefully at the terrified human. The rain has already soaked his hair, making him look even more miserable. He slowly puts down the human on the ground._

_“…You better run” Knock Out warns._

_The human is quivering and there’s quite a way to the city. Knock Out will never know how the human got enough courage to clatter through his teeth, “what… what about my car?”_

_“It belongs to me now. Run before I change my mind… oh… and get some different paint for your next vehicle. Blue is for glitches.” The human immediately complies and starts running in the direction of civilization. No one will believe what he saw out here._

_Knock Out doesn’t watch the human run for long. The sound of the rain around him is loud and it’s all he can hear out here surrounded by long stretches of road and trees. He’s thinking about Breakdown… and about why he let the human go. His untamed anger and sadness comes back tenfold, hitting him like a blast from a fusion-cannon._

_Without thinking, Knock Out grabs the rear end of the mustang and throws it with tremendous force off the road and into a clearing among the trees. It crashes unto the grassy ground, its components screech. Knock Out trudges over to the car and kicks it so it topples over, then he rips off the roof without much resistance. He slams his fists onto the plates, making the car unrecognizable. All the anger he’s kept in finally pours out. Breakdown’s face is no closer to fading from his mind. Right now all Knock Out can think about is their kisses, their conversations, their nights next to each other and most of all their friendship. Just like that, it was all gone and he has kept all of it in until now._

_After a while of continuous hits to the car, exhaustion finds Knock Out. He slowly sinks to his knees, with the raindrops trickling down his plates. He wants to move his arms, but they are as heavy as lead. He sits very still on his knees now, coolant threatens to flow freely from the corners of his optics. He glances at the destroyed car. It’s never going anywhere again._

_“…Knock Out.”_

_The voice pulls Knock Out out of his haze, making him look over his shoulder._

_It’s Bumblebee._

_The Autobot stands close enough for Knock Out to hear his words clearly. Knock Out is so shocked to see him there that he spins around, his aft hits the grass and his arms support his upper body on the ground. “What are you doing here?” Knock Out completely fails to hide his surprise. He’s getting ready to get off the ground to defend himself._

_Bumblebee lifts his arms in a gesture of truce. “I’m not here to fight.”_

_Knock Out relaxes only a tiny fraction. He’s still very much on edge. “Well what are you here for then you piece of scrap? This doesn’t concern you!”_

_“Yeah, yeah I get it." Bumblebee crosses his arms and smirks. "That’s the most threatening vehicle I’ve ever seen. How long did it take you to annihilate the enemy?”_

_Knock Out is too out of it to find any suitable comeback to throw in the Autobot’s face. “How long were you standing there for?”_

_“Long enough. I saw you and I followed you. I knew you were up to something… I thought you were going to scrap that human, and I was going to intervene…” Bumblebee lets his arms fall to his side, his tone of voice changes. “But you didn’t…”_

_Knock Out looks down on the wet grass, wishing that the ground would open up and swallow him. “You saw everything then.” His voice is close to cracking._

_“Yeah… what did the human do to you?”_

_Knock Out doesn’t answer. Having someone here to witness his weakness just makes it all the worse and he has no strength left in him to keep his grief hidden. A coolant drop appears at the corner of Knock Out’s optic. It quickly gains momentum and flows down his face. It’s soon followed by an uncontrollable stream. Knock Out tries to hide his face in shame, but without success._

_Bumblebee tenses at the sight. “I...” He starts fumbling with his hands and it seems to take him a while to get a bearing of what to say. “Knock Out… what’s wrong?” His question is sincere and it is clear that Bumblebee is startled by Knock Out’s reaction._

_“Go away!” Knock Out yells._

_Bumblebee does the exact opposite, taking a step closer. “No…”_

_“Just leave me the frag alone already!”_

_All of a sudden, Bumblebee raises his voice. “I hate seeing anyone this sad. Let me help you.”_

_“You don’t get it. He’s gone and there’s nothing you or anyone else can do about it!”_

_Bumblebee stops to think. “Who’s gone…?” Then a lightbulb seems to switch on in his mind. “Oh…” He hesitates, the rain is suddenly deafening in their silence._

_“He’s dead?”_

_Knock Out’s words just barely form to an audible sentence. “He’s gone…”_

_The kliks tick by. Bumblebee stands as if paralyzed, until he finds the courage to act. Before Knock Out even registers what’s happening, Bumblebee moves over to him, kneels down and puts his arms around his frame on the ground. Knock Out is too shocked to move. For a moment, he thinks about pushing Bumblebee away, but then he registers the pleasant heat radiating from his frame and his unique and comforting scent._

_“I’m sorry.”_

_Bumblebee’s words come out right next to Knock Out’s audio sensors. They vibrate through him and knock over the shadow resting on his shoulders. He slowly gives in to Bumblebee’s embrace, the last ounces of resistance to pain leaves him. He digs his clawed digits on top of Bumblebee’s chassis. His optics close shut. All the pain comes tumbling out again, this time only differently. His face buries below neck cables, letting the coolant flow freely down his face._

_“It’s okay.”_

_Knock Out and Bumblebee sit like that for a while. Bumblebee’s face rests on Knock Out’s shoulder. Knock Out’s grip on Bumblebee’s chassis relaxes little by little. Slowly, Knock Out’s lifts his face. Bumblebee leans back enough to look into Knock Out’s optics. Their faces are close. Time seems to slow down a little when Knock Out carefully lifts a hand to touch the side of Bumblebee’s face. Bumblebee looks at him with a sincerity that is hard for him to describe. Bumblebee’s hand glides down Knock Out’s arm to catch his wrist. The touch is very light. At first, Knock Out thinks Bumblebee’s gesture is his gentle way of denying him, but he realizes that it is encouragement._

_In that moment, Knock Out completely throws his better judgement away. He carefully leans in to the scout’s frame, his optics are open as his mouth touches Bumblebee’s. He observes Bumblebee’s reaction. Contrary to Knock Out, Bumblebee closes his optics shut as their lips meet. Bumblebee seems as tentative as Knock Out, but he doesn’t shy away. Knock Out then pulls back a fraction. That kiss barely qualified as a peck on the mouth._

_Knock Out moves his hand close to Bumblebee’s mouth and lets a digit feel along his lips. The scout is sitting so still, his optics are aglow with curiosity. Knock Out can feel he’s as tense as a wound up spring, ready to go off. Bumblebee’s lips part. Knock Out wavers, but then slips in half his digit in Bumblebee’s mouth. Without hesitating, Bumblebee tastes his metal with his glossa, sliding it along Knock Out’s digit. The sight gets Knock Out hot, even more so when Bumblebee seeks his direct eye contact. Knock Out bites back a whimper and his groin heats up. He then slowly pulls out his wet claw. Bumblebee grips his wrist on its way down in reluctance to stop. Their optics lock. For a long, hard moment, they stare at each other. “Are we-“ Bumblebee starts. He’s abruptly silenced by Knock Out as the ‘Con crushes his lips on his._

_Knock Out parts from Bumblebee’s mouth for only a moment, “yes, oh frag yes we are.”_

_Bumblebee moans into Knock Out’s mouth, simultaneously tugging at Knock Out’s chassis and pushing it away. “Wait a-“_

_“No, no don’t say anything, unless it’s my name.”_

_Bumblebee’s hand glides around to Knock Out’s lower back, pulling his lower body close to his pelvic plates in a rough pull. “Stop cutting me off.”_

_Knock Out stares at him in challenge, his optics are a burning color of lewd. “Come on, spike me, I dare you.”_

_Bumblebee responds without hesitation, he pushes Knock Out down on the grass and pins his wrists next to his head. “You’re so up for it you don’t even want to hear me out.”_

_“And you’re not?”_

_Bumblebee hesitates for a moment. “I am, but don’t you see why you’re doing this?”_

_“I see as much as I care to see… I’m not like the little human pet you keep around to inspire and protect. I don’t need you to protect me. I need you to spike me. I know you want to.”_

_Bumblebee looks searchingly at Knock Out._

_“No strings attached…” Knock Out continues._

_Bumblebee leans in only a fraction. “Just this once?”_

_“Just this once.”_

_Bumblebee lowers down to kiss Knock Out passionately. Their glossas intertwine. Their pelvic plates scrape together and their upper bodies squirm against one another. Bumblebee’s hand takes possession of the back of Knock Out’s neck, pulling his head back. Bumblebee’s glossa glides lightly over Knock Out’s exposed neck cables, making Knock Out moan in appreciation. Knock Out is so lost in his lusty haze that he barely notices Bumblebee’s spike appears. He wants to touch it, but he’s equally eager to get what he wants the most. He lets his own interface cover click open and realizes just how wet his valve is. His own spike stands at full attention now, imploring to be touched._

_He looks at Bumblebee, only now fully appreciating his rather athletic form. “You’re really-” Bumblebee shuts him up when he glides a digit along Knock Out’s valve, making Knock Out bite his lip._

_“What?” Bumblebee sounds like he’s only half listening._

_“You look really nice,” Knock Out gasps._

_“My view isn’t bad either.”_

_Knock Out emits a mock sound. “What are you talking about? Your view-” Suddenly Bumblebee pushes his spike into Knock Out’s valve. Knock Out’s head rolls back on the grass from the new fit. “It’s the best… oh yes.”_

_Bumblebee moans heavily as he thrusts into a heavy pace, his forehead nuzzles along Knock Out’s cheek plating. “I’m not sure… I’m allowed, to feel this good… oh frag, yes… Knock Out.”_

_“Scrap the rules.” Knock Out’s claws dig in to Bumblebee’s back plates, scratching his black paint._

_“Ow.”_

_“Frag. Sorry.” For once Knock Out looks genuinely apologetic._

_“If I did that to you, you would start screaming like a sparkling.”_

_“I would not you slagging-!” Bumblebee silences Knock Out by gliding his glossa along his lips and gently pushing it inside his mouth. Knock Out moans against him, instantly forgetting his last sentence. Knock Out reaches for Bumblebee’s cheek. There’s an intense honesty and tenderness to how Bumblebee kisses him and he would lie if he said it doesn’t confuse him, but it does feel nice in a very new way. They tug at each other’s frames with need and with each look and each touch, Knock Out’s pain ebbs away. As the minutes pass, the two mechs are too enraptured in their own world to notice that the rain around them fades._

_“Knock Out” Bumblebee pants. “Come here.”_

_Bumblebee pulls away and off Knock Out to a sitting position, reaching out for him to follow. Knock Out readily follows suit and straddles his lap. Knock Out’s optics dance down Bumblebee’s body, all the way to his twitching spike. Knock Out’s hand wraps around it, making Bumblebee emit a sensitive choked yelp. “Do all of you Autobots have such nice spikes? You must have seen some of them,” Knock Out coos._

_Bumblebee gasps when Knock Out’s thumb-digit presses along the head. “I wouldn’t know, oh... yeah… the things you say kind of makes me harder, what the frag.”_

_Knock Out scoots closer to Bumblebee’s lower body, letting himself sink slowly onto his spike. “Good...” Bumblebee grips onto Knock Out’s hips and moans deeply as he slips completely onto his length. The ‘Con starts moving on top of him, at first slow, but then he picks up his pace._

_There is no going back now from this level of feeling good, so Knock Out dives headfirst into self-indulgence. Knock Out’s arms reach around Bumblebee’s back. He pulls him as close as he can possibly be. Their foreheads lean against one another, red light meets blue in competition. Dentals grind together, optics shut when the pleasure becomes too much, hips slam down harder. At this point, their greed is unstoppable._

_“Slag yes, oh Knock Out, I’m…” Bumblebee leans in to Knock Out’s face._

_Knock Out’s voice is soft. “Look at me,” he pleads. Bumblebee does._

_Right now, there’s something primal about Knock Out’s optics. Like red oblivion falling in dust, covering Bumblebee’s black and yellow plates in slow motion. He loses himself in them as his overload gains momentum. Bumblebee’s backstruts arch as he finally comes, his blunt digits dig into Knock Out’s hips. Both mechs cling onto each other as Bumblebee starts to relax after his climax. Knock Out smirks, his forehead still rests on Bumblebee’s. “Did that feel nice?”_

_“Frag yes…” Bumblebee leans into Knock Out for a hungry kiss._

_“Now you. What do you want me to do?”_

_Knock Out thinks for a moment. “I’ll admit…” Knock Out drags out his words. “I liked how your mouth was sucking my digit earlier.”_

_Bumblebee immediately takes the hint. “I haven’t done that for… a long time.”_

_“I don’t discriminate as long as you don’t bite me.”_

_Bumblebee ignores the cockiness to Knock Out’s tone. “Get down then.”_

_Knock Out complies and scoots off Bumblebee’s lap. He sits down on the grass, patiently waiting for Bumblebee to put his mouth on his spike. He’s fully aware the smile he’s wearing is a little smugger than is wise given the situation. To his surprise, Bumblebee doesn’t hesitate. He gets right into the action, letting his glossa play with the tip of Knock Out’s spike. So far so good. It’s not until Bumblebee wraps his lips around his spike properly and sucks on it like it’s a delicious energon treat, that Knock Out groans and falls back on the grass from the urgent sensation. “Frag… me… aw yes!”_

_Bumblebee seems to want to lift his mouth to say something for a moment, but all that comes out of him is moaning around Knock Out’s spike, making it all the more enjoyable. Knock Out writhes on the grass, fully appreciating the wet heat engulfing him. “Make more noise, it feels so good.” Bumblebee is quick to give in, sending sweet tremors up through Knock Out’s form. “Just like that…” Knock Out can barely handle the feeling when Bumblebee’s glossa dips into the slit of his spike. Knock Out rips out a chunk of grass and earth and reaches a hand down to put on Bumblebee’s head. His hand only rests there, but as the kliks pass, his hold turns needy. It is as if his grip on Bumblebee’s head is the only thing keeping him connected to the ground._

_Bumblebee turns out to be as nimble with his mouth giving Knock Out head as he is with his weapons during combat. The scout quickly chases back Knock Out’s spike when it almost slips out of his mouth from an especially frisky suck that made Knock Out dig his aft into the ground._

_Bumblebee moves his hand to seize Knock Out’s spike, but Knock Out stops him. “No, keep going like this.” Bumblebee lets his hand drop and instead makes an effort to take in Knock Out’s spike as deep as he can. Knock Out props himself up on his elbows so he can see what’s going on. Bumblebee gets abnormally close to the shaft, and then glides his glossa along the length as he lifts his head, finding Knock Out’s eye contact as he does it. “Sweet Primus…” Knock Out almost chokes. “That felt… where did you learn that? No wait… forget it… oh Primus.”_

_Knock Out squirms under Bumblebee’s mercy, not regretting for a klik that he asked Bumblebee to go down on him. He never imagined the Autobot to be this skilled. Bumblebee takes his time while enjoying it too, which in turn quickly makes liquid fire pool in his lower abdomen and his dentals grind together. Knock Out can’t take the pleasure anymore. He overloads hard and his optics shut. When he opens them again, his climax is on the retreat. He watches Bumblebee’s glossy optics and his open mouth with transfluid trickling out and down at the corners. The sight is so incredible that Knock Out sits up and pulls Bumblebee close for a kiss, forcing Bumblebee’s mouth shut. Knock Out smiles into the kiss, waiting. Bumblebee chokes as he forcibly swallows Knock Out’s transfluid in one gulp. Knock Out’s satisfaction is almost too much._

_Their lips finally part with Bumblebee panting. “What in the Pits… I would have swallowed no matter what you know.”_

_“Oh I know you would, I just couldn’t help myself.” Knock Out smiles with his ego flaring.  
_

_“Glitch…” Bumblebee mumbles._

_Both mechs fall back on the grass next to each other. With the rain gone they now clearly hear birds chirping in the background and they both gaze up at the sky for a while, it being just as dark and grey as before._

_“Do you feel better?” Bumblebee asks tentatively._

_“Much better… what you did… with your mouth. It was so good.”_

_Bumblebee scratches his chin. "Maybe that's why they used to stand in line..."  
_

_Knock Out stares at him. "You're kidding."_

_"Of course I'm kidding," Bumblebee snickers._

_"I didn't think you Autobots had any sense of humor. I like it."_

_"You do?" Bumblebee sighs. He's already replaying what they just did in his head. "I really liked it, just so you know. You were great. Your hips, your mouth... your optics." Bumblebee suddenly realizes he might have said too much. "I mean... yeah it was great."_

_Knock Out smirks. "It was... your spike is rather exquisite..."_

_Bumblebee's cheeks suddenly burn. "Thanks."_

_Knock Out tenses as Bumblebee takes his hand in his. “Don’t…” Knock Out sits up and pulls his hand away._

_“What?”_

_“Let’s not get too comfortable.”_

_“Alright. Sorry.”_

_For the first time, the Knock Out behind the waving memory-veil pays true attention to the weight of Bumblebee’s words. He can’t even begin to express how good their interaction made him feel._

_“I don’t want this to be the first and last time,” Knock Out then says._

_Bumblebee is silent long enough to make him slightly uncomfortable. “Neither do I, but… this is not… if the others find out...”_

_“Scrap the others. Do you want to or not?”_

_“…I do.”_

_“Good. We do this… and we keep it simple. Agreed?”_

_Bumblebee hesitates, but then answers. “Sure.” ~_

 

The memory blurs into waving colors. Soundwave pulls Knock Out back towards the drifting thought-stream of images and shapes. The feelings running through Knock Out is almost too much to bear. Earlier, he wanted to escape, but now he takes in what Soundwave has to show him. Soundwave continues to pump images and memories through their connection of Bumblebee. The images are comforting, even happy and they are just glimpses of the time they spent together. He watches Bumblebee hold him and comfort him when he needed it. He watches him smile and lean close for a kiss. He watches him push him up against a wall, his hands needy on his chassis. He listens to his words of encouragement and happiness. He catches all the looks of feelings unreciprocated and the hurt burning somewhere close to his spark. Something inside Knock Out breaks as the images glide past his vision. It spills out in black and cascades along white walls.

He was so afraid to see.

Soundwave pulls him away and reaches out to him in a comforting voice.

“Find him.”

 

Suddenly everything around Knock Out goes black. It takes him a moment to wake up to reality, but when he does Soundwave’s tentacle is already out of his neck.

Knock Out jerks away from Soundwave’s berth, his optics are wide open. “Sweet Primus!” Knock Out is looking wildly at Soundwave, unable to grasp the whole intensity of what he just experienced. “What… what was…”

Soundwave observes Knock Out’s reaction, giving nothing away.

“That wasn’t better than interfacing. That was terrifying!” Knock Out turns around to lean a hand against the wall. He needs a moment to calm down. He shoots Soundwave severe looks of blame as he tries to collect himself. All the images of Bumblebee and their affixed feelings are glued to the walls of his mind. His mind is racing. He thinks about everything he saw and everything he’s been trying to forget. He sees all of it very clearly. His gaze then lingers on Soundwave’s frame. He ponders on the spymaster's memories and the pain attached to them.

“So you’re a masochist. I’m glad we got that settled.”

Soundwave tilts his head in a curious sort of way.

“I get it now. All those sacrifices… it’s all for him isn’t it? …How many recordings do you have of him and Starscream going at it anyway? That’s got to sting.”

A simple _– No –_ appears on Soundwave’s mask.

“Really? You’re insane.”

Both of them suddenly notice a scraping noise outside the door and Soundwave quickly lashes out a tentacle to hit the door button. His minicon Frenzy chases inside the room as if someone is on its tail and wraps its arms around Soundwave’s lower leg. It clings to him as if it was welded to him permanently. Soundwave’s tentacle reaches down and strokes the minicon’s head in comfort.

Knock Out is a little weirded out by the sight. He chooses to ignore it. “I have a hard time believing your spark doesn’t twist by seeing him and Starscream that close.”

Soundwave only shakes his head once and that seems like all he’s willing to express on the matter. Knock Out knows better than to press him on it. It’s nothing new that Soundwave is quiet, but Knock Out doesn’t like just how quiet he is after their little mind-adventure.

“You don’t think I smell an agenda, Soundwave?”

Knock Out glances down at Frenzy. The minicon looks up at him with big round red optics. It might look cute end defenseless, but it is far from that. Knock Out looks back up at Soundwave and squints when he doesn’t get an answer in some form. “You didn’t _just_ want this for my memories and whatever information you could get out of me, did you?”

Soundwave stays silent. He’s looking calmly at Knock Out and no annoying smileys or words pop up on his mask. After too much silence Knock Out complains. “Ugh… really Soundwave? The silent treatment after all of that?” Soundwave seems to mull over his words for a little while, but then he points over at the open door.

“Right, you don’t have to tell me twice. This is useless.” Knock Out starts towards the door, but Soundwave grabs his wrist before he gets too far.

“What?”

An image pops up on his mask. An image of Bumblebee.

Knock Out freezes. The recurring needle pokes at his spark. A longing he has denied himself for too long grows inside him. Knock Out yanks back his wrist. “I know, I… I know what to do.” He peeks down at Frenzy one more time. Those minicons always creeped him out. Frenzy suddenly sticks out its glossa at him in a taunt. …What a tiny slag-sucker.

“Maybe you ought to put your pets on a leash Soundwave, they would look much better that way.” Knock Out smirks down at Frenzy and then leaves the room. As he walks down the darkened hallways, he realizes that he’s sure of what he must do next.

 

~ · · · ~

 

Soundwave is standing outside on the landing pad of the Nemesis. The wind is harsh in this altitude, but Soundwave pays it no mind. His optics are focused on Laserbeak flying closer to him in the distance. He was alerted earlier to Laserbeak flying through an area where it detected the distinct kind of heat signatures radiating under Cybertronian alloys. A sure sign of interesting activity. He stays perfectly still as Laserbeak reaches the ship and latches itself to his chassis. Soundwave immediately downloads hours upon hours of Laserbeak’s recorded footage and the data affixed to each klik. He fast-forwards through the footage in his mind, until he catches what he’s looking for.

This time he was lucky enough to find a needle in a haystack, the needle being the slippery spider he’s been looking for, for months. It’s sitting in its web, waiting for prey to enter its trap, but not only that, it seems to be searching for something.

He’s not as interested in finding out what it’s searching for than intrigued by deciding what he’s going to do with the information of its whereabouts. He knows what he should do, but for once in his life, he contemplates letting his sparkstrings pull him in a different direction.


	7. Layer 0.7

It’s early morning and the sun has just risen. Knock Out is looking out over an area that he’s certain Bumblebee patrols. He didn’t recharge much last cycle. He couldn’t sleep because of all the thoughts going through his mind, but with the prospect of finding Bumblebee out here before he has to get back to work, he doesn’t mind it. When they used to meet, they agreed on where to find each other in person. It’s tricky now to have a chance of finding him, with no date and time on the table. It’s the second day that he’s out here looking. He pondered whether to ask Soundwave to get a message through to the Autobot base, but he decided against it. He’s not sure where he has that chosen-mute-slag-sucker.

Lucky for Knock Out, his search pays off after a couple of hours on the lookout. He catches Bumblebee’s unmistakable suave alt-mode in casual speed, taking a right turn at an almost desolate intersection. Knock Out jumps and slides down the gravelly hillside he’s secretly observing from and transforms as soon as he hits the road. He should be able to catch up with Bumblebee relatively fast.

Knock Out lets his engine roar when he speeds through a tunnel. The energon coursing through his frame is burning. He has to talk to him. It’s now or never.

Knock Out detects Bumblebee’s frame in the distance as he exits the tunnel. For just a klik, a part of him reconsiders. He doesn’t know how this will turn out. It’s been awhile since he has let himself feel such fear of the uncertain and unexplored. Just this once, he has to rise above it. The image of Bumblebee pinning him down on the rain-wet grass flashes before his optics. _“Just this once…”_

Knock Out regains his determination and speeds within detection range of Bumblebee. He can tell that Bumblebee has seen him now, because he’s slowing down, as if he’s wondering if Knock Out is a mere mirage. Bumblebee then slows down to stop entirely. Knock Out finally reaches him and stops right next to him. For a moment, they just hold still on the road with their engines running. None of them utters a word. The sunlight is very sharp and it makes the asphalt before them glint. The yellow fields around them stretch on endlessly, the corn nods gingerly under the pleasant breeze. The sky is a light shade of blue. A perfect day for speed.

Suddenly Bumblebee revs up his engine in challenge. Knock Out can’t help but smile inwardly and is quick to mimic him. This is fun in its purest form and the Autobot knows it. Knock Out will give him his rear wheels to look at soon enough. Like a thief in the night, Bumblebee gets the head start and speeds up violently. Knock Out is right on his tail, but he lets Bumblebee have some leeway so that he doesn’t come off as too desperate. They flash past the yellow fields with no opposing cars coming their way. It’s good. Knock Out knows that Bumblebee is going to be worried about humans, just as he knows that Bumblebee’s way of fishtailing in front of him right now is purely for show. He’s either teasing or taunting him to make a move. Bumblebee reminds him of a sparkling wanting to play and Knock Out likes it. He hits the throttle and speeds up close to him, taking Bumblebee up on his challenge. As he gets closer to Bumblebee’s frame, it’s as if the kliks tick slower into nothingness. He rarely sees Bumblebee this close in alt-mode. Knock Out appreciates every curve of black and yellow and the power forcing his frame forward. He’s about to make his move and put pressure on Bumblebee to get behind him, but suddenly several opposing cars appear around a corner and Knock Out manages just in time to hit the brakes and get behind Bumblebee.

Bumblebee senses how quickly their race has turned into a dangerous game and makes a fierce turn onto a dirt road with seemingly endless rows of maize on each side. Knock Out follows suit. They both halt to an abrupt stop on the middle of the road. Bumblebee is the first one to transform when he’s sure that no humans are close. He looks at Knock Out with a face contorted in worry.

“That could have ended so badly! Frag that was stupid.”

Knock Out transforms as well, but he’s not about to engage in a discussion about whether them racing was stupid or not. He closes the distance between them instead and pulls Bumblebee close to put his lips on his. Bumblebee groans into his mouth, shock is evident on his face.

Bumblebee feels paralyzed. He watches Knock Out close his optics shut as they kiss. In the same moment, many questions appear in his head. He has no idea where to begin. The feeling of Knock Out’s lips again on his is more than a little cause for euphoria. Against his better judgement, Bumblebee reaches a hand around the back of Knock Out’s neck as further encouragement. Knock Out moves his lips to the corners of Bumblebee’s mouth, then to his silvery cheek plating. Bumblebee’s confusion rips at his spark. There is so much affection poured into Knock Out’s kisses and Bumblebee can’t shake the feeling that they have never been any more genuine than of this moment, but heavy doubt still sprouts in his chassis. He reluctantly pulls away. “I thought we were-“

“I know,” Knock Out cuts him off. “I had to see you.”

Knock Out is worked up and the energon is rushing through his body. He got this far without an actual plan other than to look for Bumblebee. He desperately wants to prove to him that all their time spent together was for something and the only way that springs into his mind is by physical appreciation. Knock Out tugs at Bumblebee’s hand and leads him into a pathway among the many rows of crops.

“Knock Out…” Bumblebee’s voice is apprehensive.

Knock Out urgently plants more kisses on Bumblebee’s face and neck. “Let me do this for you,” he pleads. Bumblebee’s mind races. Suddenly Knock Out drops to his knees and presses his mouth to Bumblebee’s interface panel, his wet glossa gives it a firm lick.

“Whoa, wait a second.” Bumblebee backs away from him. “Just… stop.” Knock Out looks up at Bumblebee with a confused expression that quickly changes to a defensive smile.

“I take it you don’t like where this is going?”

“No, not when I don’t understand what’s going on.”

“Well I…” Knock Out’s hand reaches for the back of his neck in regret of not having thought this through better.

Bumblebee’s face starts to heat up. “You show up out of nowhere all of a sudden and last time we saw each other all I was to you was a good frag, remember? And now you kiss me like… like that.”

Knock Out is panicking slightly, even though a part of him knew that this outcome was obvious. He had naively hoped that Bumblebee would be more accommodating. “Bumblebee I… let me explain.” Knock Out rises to his pedes. It terrifies him that he’s this exposed.

“Okay,” Bumblebee responds.

Knock Out can barely get words out of his mouth. He looks at Bumblebee with a rare urgency that makes him look extra vulnerable. “I made a mistake, alright?”

“…You’re going to have to be more specific than that.” Bumblebee makes an effort to make the tone of his voice as neutral as possible.

Knock Out kicks up some dirt in frustration. “I was a slagging idiot…”

“...I don’t understand.” Bumblebee looks searchingly at Knock Out. “You know what I think? I think this is you playing dumb and pulling at my strings. I know you too well.”

Knock Out’s optics widen in frustration as Bumblebee finishes his sentence. “No!” He hurries over to Bumblebee to grab his hand in both of his. “I was wrong, okay? You were right… I was afraid.”

Bumblebee’s hand is limp in Knock Out’s grasp and after a moment, Bumblebee looks away from him.

“I’m telling you the truth Bumblebee. Right now, you’re seeing a part of me I don’t let anyone else see. Won’t you believe me, just this once?” Knock Out can tell Bumblebee reacts to his words by the tiny jerk of his optics back in his direction and shortly after, their gazes meet again.

“Maybe I do believe you.” Bumblebee gives Knock Out’s hands a light squeeze back. “I’m sorry… for those things I said to you that day. It wasn’t right.”

“Don’t apologize, just understand.”

“But I _should_ apologize.” Bumblebee raises his voice. “I was with someone else not long after…”

Strangely, Knock Out isn’t surprised. It makes quite a lot of sense to him why Bumblebee would seek someone else’s company so soon. “Look at me… I don’t care about that, but I care about you and me. I know you, just like you know me.”

Knock Out can’t read Bumblebee’s face, other than his expression seems to darken further into misery. “I remembered that day you were there for me. Even then you liked me.” Knock Out’s words hang unanswered in the air. “Didn’t you?”

Sadness clings to the silence floating between them and Knock Out feels Bumblebee slip away from him. A feeling of nausea starts to bubble unpleasantly inside his chassis.

“I did,” Bumblebee finally answers. “It was my hope… that maybe one day you would tell me what you told me today.”

There is so much hurt written on Bumblebee's face that Knock Out can't bear it and the statement hits him unexpectedly hard. He realizes he’s forced to validate that some past harms both of them caused have festered and that their relationship is not as black and white as either of them would like it to be.

All Knock Out wants is to put his arms around Bumblebee and tell him how sorry he is and tell him that they are going to figure it all out together and Knock Out makes a valiant attempt at doing so when he reaches out for Bumblebee, but Bumblebee pushes him away.

“I can’t do this,” Bumblebee says clearly. He brushes past Knock Out, not unlike the day they last parted.

Knock Out turns around after him. His voice almost cracks from desperation. “Don’t go.”

Bumblebee stops for a moment when he hears Knock Out’s plea. “You should get back before you get in trouble…” Then he transforms on the spot and then accelerates down the dirt road, leaving Knock Out alone with agony visible on his face.  


	8. Layer 0.8

Bumblebee’s black doors on his back are drooping. He’s sitting on a box, helping Optimus next to him with cataloguing the relic inventory and armory, indexing them on their datapads. Ratchet is in the background near the monitor, tinkering with his repair tools. Bumblebee has been silent for so long that Optimus has started noticing that he’s not acting like his normal self and he casts glances in Bumblebee’s direction, unsure how to gauge his awkward silence.

Muddy gloom clouds Bumblebee’s mind. His wound has been ripped open anew. He can’t tell which hurts more, being sparkbroken and rejected, or finally hearing Knock Out say that he cares, only to turn his back on him. He feels as if two giant mechs are tugging at both his arms, one of them pleads for him to give in, the other begs him to acknowledge that his decision was for the best.

Bumblebee looks up from his datapad and catches Optimus’s quick glance. For a moment, Bumblebee stares at him. He suddenly thinks about his leader’s past and all the unspoken things Optimus carries on his shoulders alone to this day.

“Optimus…”

The Autobot leader blinks at Bumblebee when he finally breaks the silence. “Yes?”

“Do you ever think about, what would happen if Megatron changed?”

Optimus clearly listens, but doesn’t answer. His face remains the usual stoic mask. Bumblebee elaborates. “If you forgave each other… could you be friends? Like you used to be?”

If Optimus feels any awkwardness by the question, he doesn’t show it. Bumblebee notices that Ratchet turns his optics in their direction, definitely intrigued by what Bumblebee asked.

Optimus’s face turns solemn when he answers. “I am afraid I cannot give you a yes or no answer. I have asked myself this very question countless of times in the past and no matter how many times the conclusion remains the same. I don’t know.”

Bumblebee lowers his head slightly.

“…But I do know this Bumblebee. If Megatron ever chose to reach out his hand to me in peace and face everything that he has done, I would not reject it, because that is a part of what it means to rise above ourselves and allow the delicate measures of forgiveness to shine through the cracks of the unrelenting darkness.” After a moment’s pause Optimus continues. “Megatron has to answer for his crimes… What transpired between us changed the world. It will never be the same, and we can never go back to being the brothers we once were, but maybe something new could grow from the ashes of war and destruction.”  

All three of them are silent. Bumblebee and Ratchet stare at him, the weight of his words sink in. Optimus senses that he somehow managed to silence the room.

“Did that answer your question, Bumblebee?”

Bumblebee's voice stumbles a little bit. “Y-yeah.”

Bumblebee looks at Ratchet, who’s smiling back at him in a knowing sort of way. He’s about to thank Optimus, but the Autobot leader is already back to focus completely on his datapad. Bumblebee returns to his own work with an aching feeling building inside his chassis. His mind is racing and the same words that Optimus spoke echo inside his head.

_Something new...  
_

~ · · · ~

 

“Right there. Can’t you see? It jams right there.”

Starscream is pointing at a spot on the missile lock on his forearm. Knock Out is holding up his arm, squinting at it. He sighs internally. It’s way too early during the cycle to deal with this slaggery.

“I see it. Sit still.”

Starscream complies while Knock Out takes apart the launch mechanism so that he can reassemble it to functionality and give it a good oil up while he’s at it. Starscream taps his digits on the table with his working arm in boredom. Knock Out is quiet, quieter than usual and he’s fully focused on the repairing.

“You’ve been ignoring me for an orn.”

Knock Out disregards Starscream’s statement and keeps his focus on his arm.

“…You think you can wiggle out of questions by choosing to ignore me?”

Knock Out keeps acting as if Starscream is nonexistent and Starscream’s temper quickly boils over.

“Look at me when I talk to you.” Starscream slams an annoyed fist on the table. Finally, Knock Out turns to look at him.

The Seeker Commander is rather unattractive when he’s angry, Knock Out muses. It’s not like Bumblebee when he’s angry in that light and endearing sort of way that makes Knock Out hot for him all over again.

“Your question?”

“You better remember Knock Out, that I am your superior and should be treated as such.”

“Apologies.”

Starscream’s optics narrow at him. “You must take me for an idiot.”

“I do no such thing Commander.”

Knock Out’s words drip with insincerity and it makes Starscream want to fire a missile right in his face, but he holds in his anger when he notices Knock Out is close to finish repairing his arm and smoothing over his joint with oil. “I want answers now Knock Out. What do you know and how do you know it?”

Knock Out snorts. “Pf, it’s no secret around here. I was merely rustling you up a bit and according to how seriously you took it I say my words were spot on.”

Starscream hisses back at Knock Out. “This is one of the reasons why I don’t like dirtkissers like you. You and your kind have no class and tact when prattling about things you don’t know anything about.”

“If you say so.”

The Seeker stares at Knock Out. Starscream was prepared for Knock Out to come back at him head-on like he always does and that he would notice Starscream’s blatant lack of denial and derailment of his answer.

“What’s your malfunction?” Starscream is more shocked than curious.

“Lack of recharge, Commander Starscream.”

Starscream tentatively reaches a hand towards Knock Out’s shoulder plating and pokes him once. Knock Out does nothing. He keeps his optics on Starscream’s arm and adjusts the last needed bits of machinery. “There’s no fight in you,” Starscream declares, blame hanging on to his words. Knock Out is done with him now, but he keeps fussing about details on Starscream’s plating. Starscream takes back his arm and glares at Knock Out. “That’s enough.”

Suddenly, Soundwave creeps into the room with Frenzy close on his heels. The spymaster immediately seeks Knock Out’s eye contact. Starscream notices the moment between the TIC and the medic. They hold each other’s gaze for longer than he’s comfortable with. He realizes they share something that could be interpreted in any way. It unnerves him.

Knock Out shrugs at Soundwave. “What do you need?”

Soundwave looks over at Starscream in silence and Starscream needs no words to know what that look means and it taunts his temper to rise again. He marches close to the too familiar duo and hisses at them low. “You two can conspire and keep secrets all you want, but bear in mind that most secrets don’t last forever and they certainly don’t go unpunished.” With those words, Starscream leaves them alone in the medbay, the light clangs of his heels disappear out of earshot.

Knock Out gives Soundwave a look. “Someone got the wrong grade of energon today.”

Frenzy snickers, to Knock Out’s surprise. Soundwave’s face remains indecipherable.  

“It’s about time you dragged your aft here, we haven’t talked since-“

Soundwave holds up his hand in front of Knock Out, as a gesture for him to be quiet and listen. Knock Out raises an inquisitive optic ridge. Soundwave then gestures Knock Out over to the medbay monitor. One of his tentacles slither out of his chassis and plugs in to one of the monitor inputs. Knock Out glances at Soundwave’s mask. Files transfer from him to the monitor with lightning speed. Then suddenly a recording starts playing on the screen.

The footage undoubtedly stems from Laserbeak, because it’s in the middle of a forest. Knock Out immediately recognizes her. Airachnid. He watches her optics glow between the tree trunks and her long legs creep along the ground. It starts like a small hungry ember inside his form. Within mere kliks, it grows to a scorching wildfire, wanting to consume everything in its path.

Knock Out can barely keep his fiery ire contained. “ _Where_ is she?”

A set of coordinates pop up on the monitor in big Cybertronian numbers along with a glowing outlined area showing up on a map. She’s surprisingly close. Knock Out wonders if she was always this close and good at escaping detection or if she fled out of the area the humans call Nevada. Probably the first.

Knock Out’s dentals shut together and it takes a while before he can form words clearly. “That glitch has been allowed to function for way too long…” Soundwave neither agrees nor disagrees, but Knock Out expects this from him. He has nothing personal at stake.

The thought of revenge is tantalizing. Knock Out can see the image in his head very clearly. Her pretty kite shaped head under his pede, her begging him for mercy, the satisfaction when he makes her bleed, the peace he’ll finally find within when Breakdown’s bane no longer functions.

There’s just one problem… she’s a sneaky and underhanded glitch and most important of all, he doesn’t have the upper hand when it comes to combat expertise. He might be skilled and quick on the draw in certain situations, but he’s not a warrior, he’s something in-between and always will be. The only way to make the spider squirm is to lead her into an unexpected trap… or recruit assistance.

“Soundwave.” Knock Out turns to him. “Have you showed this to Megatron yet?” Soundwave retracts his tentacle and slowly tilts his head at Knock Out.

_\- NO –_

Knock Out is more than a little surprised by the answer.

“Then help me end her. No one has to know.”

Knock Out can’t be sure, but he has a feeling that Soundwave is looking at him very intently.

“If you help me, I’ll do anything you want.”

_\- NO –_

Knock Out’s voice comes out more desperate than he wants it to. “…Why? You can scrap her with your hands behind your back and your tentacles tied in a bow.”

A few of Soundwave’s digits twitch and words then ghost across his mask. _– I have what I want. –_

Knock Out grunts in confusion. “I don’t get what it is you have Soundwave, from what I saw you certainly do not have what you want.” He starts pacing back and forth in front of the monitor because of Soundwave denying him and his lack of understanding of him. “What do I have to do, get down on my knees and beg?” Knock Out stops and puts a hand on the operating table to calm himself. “I want her to pay..." He stares long and hard at Soundwave. "She has to die, but if I attempt this on my own you’re going to have to teach Starscream to reattach his own slagging arms!” Knock Out then squints at Soundwave. “Why did you tell me in the first place? To toy with me?”

Soundwave shakes his head once in a disagreement, and then replays Knock Out’s words. - _“She has to die.”_

Knock Out growls. “I let you inside my head Soundwave and for what? For whatever you have to say about that Vehicon nobody! I had no idea what you were dragging me into… You could at least return the favor with an equal one.” Knock Out looks at Soundwave in desperation, hoping that he will change his mind.

Soundwave only shakes his head again.

“Tch…”

Knock Out turns to leave. He’s remembering the bond he and Soundwave shared when they were connected and how accepted he felt, knowing there were no secrets to keep hidden between them. He poured into Soundwave’s spark essence, his thoughts and memories laid bare and Knock Out realized they have far more in common than he ever thought they did. Right now, he has to accept that the only one he can truly count on is himself. He’ll find a way to make her pay, one way or the other.

As Knock Out leaves the medbay in frustration, Soundwave looks down at Frenzy peeking into Knock Out’s medbay cabinets in curiosity. It senses right away that its master wants something and stares back up at him. Soundwave jerks his head in a gesture towards the door. Frenzy needs no more communication and is already on its way out.

 

~ · · · ~

 

Knock Out is staring at the relics floating inside the energy fields before him. He snuck into the relic vault when no one was looking to take something with him that can ensure his victory. He’s not supposed to be here and he nervously looks over his shoulder at the vault entrance.

It’s midday now and Knock Out has to act while Airachnid still hangs around the same area. He’s been mulling it over for hours, weighing for and against, but he keeps coming back to the same conclusion. He’s sure, that if Megatron learns of Airachnid’s whereabouts he won’t actively search for her and then retribution will be too late. For a moment, Knock Out thinks of Bumblebee and the advice he would plead him to heed. He would tell him to listen to his common sense. Nausea and hurt starts welling up in him again. Frag his common sense. He’s always gone straight for what he wants and never looked back. Breakdown deserves to have his final score evened.

He glances at the Forge of Solus Prime. No, useless. Then at the Spark Extractor. Definitely not, that could go so horribly wrong. The Shield Generator? That won’t save him from Airachnid’s impressive speed. That leaves two relics left. The Resonance Blaster, which Soundwave acquired, and the Phase Shifter, only being in Decepticon possession by a dumb stroke of luck. Knock Out wants to play it smart and borrow both, giving him an offensive edge and a way to tactically move to his own advantage. His hand grasps around the Phase Shifter when he hears footsteps outside the vault.

Frag!

Knock Out quickly yanks the relic out of the energy field and runs towards the door. He peeks outside and sees that the guards walking towards his location have not yet noticed the open vault door. Knock Out hurries outside and shuts the door after him. He makes an effort to hide the Shifter behind his back as casually as possible. The white Seeker guards pass him, nod at him and mumble “Sir” in recognition. Knock Out relaxes when they disappear around a corner and he’s about to go back to get the Blaster when he’s alerted to another set of pedes coming close.

Slaggit, better get out of here. One relic will have to do. Knock Out hurries down the corridors towards the medbay. When he gets there, he places the Phase Shifter on his wrist and reaches for his silvery folded energon staff that he foolishly forgot to equip when he woke from recharge. You never know when you’ll need a weapon, even when confined to the safety of the Nemesis.

Knock Out’s determination rises higher like a climbing iron wall with weapons now clasped to his frame. Especially now that he has the Phase Shifter with him, Primus how he loves that thing. He’ll carefully scout the terrain once he’s through the bridge. He goes to the medbay monitor to let his digits glide over the panel. Anyone with cleared access can open up a ground bridge where required and it only takes a moment for the system to recognize the coordinates Soundwave gave him. The familiar sound of a bridge pops up behind Knock Out. He turns around to go through, taking in an extra ventilation to steady himself. The soothing colors of the bridge vibrate towards him, calling him closer. He’s too far past doubt and fear to hesitate now. He's only too aware that he might be walking into the arms of his own doom, but right now he can't bring himself to care. Within a small moment, Knock Out disappears.

 

~ · · · ~

 

Megatron is standing a little away from Soundwave, looking over the shoulder of a Vehicon, both concentrating on a monitor. Soundwave immediately reacts to a ping on his own screen, letting him know that a ground bridge has opened in the medbay from the Decepticon access grid without his or Megatron’s authorization. Soundwave’s hand hovers over the panel, frozen.

“Something wrong, Soundwave?”

Soundwave turns his head towards his Commander. Megatron’s red optics seem to pierce right through his mask and his thousand firewalls beyond it. Soundwave hesitates for an alarming amount of time, but then he finally shakes his head in a no. Megatron studies him in a long gut-wrenching moment, but then returns his gaze to the trooper’s monitor.

Soundwave’s hand loosens up from its frozen state. He quickly sets to work, his digits dance over the panel. He chooses the words he wants his message to contain. Soundwave only hesitates a moment when he’s done, his index-digit hovers over the button that will send his message on its way, before finally pressing down.


	9. Layer 0.9

The forest is unnervingly silent. Knock Out treads his way down a hillside, the ominous looking trees around him are so tall that they tower far above him. There’s something unsettling about the forest, in spite of the sun having risen high on the cloudless sky, abolishing all shadows. Knock Out’s alt form is not much use here, so he quickly forgets about escaping on wheels if the situation gets sticky. He must have been wandering for what equals to a few Earth hours already, trying to pick up on nearby life signals, but all he’s found so far is wildlife. Knock Out gazes beyond the trees in his field of vision, eyeing mountains in the distance. He’s in a hollowed valley that seems to stretch on forever.

Suddenly, Knock Out is alarmed by a noise behind him. He instantly turns around and draws his staff, ready to attack. He looks around in wonder when there’s nothing there, but then he sees it. Two red optics peek at him from around a tree trunk not far away. The minicon immediately realizes it has been spotted and reveals itself. It runs closer to Knock Out and jumps behind a rock big enough to cover its frame.

“Frenzy?” Knock Out mumbles.

Frenzy repeats its former action and peeks around the rock it hides behind. It looks at Knock Out with curiosity. Knock Out is too surprised to get words over his lips and several things race through his mind. Why is Frenzy here? It must have followed him through the bridge without him ever noticing it and Soundwave must have sent it to observe what happens to him. Even though Knock Out knows Soundwave spies on everyone and everything, he still finds himself angered that Soundwave refused to help him, only to send his minion with an attitude in his place as some kind of mock gesture.

Knock Out takes a step towards Frenzy. “What are you doing here you little glitch?”

Frenzy creeps out from behind the rock, the sunlight is sharp on its black and red plating. It suddenly jumps forward and runs over to Knock Out. It wraps its arms around his lower leg and clings tight.

Knock Out freezes. What the frag?

“…Alright, remove yourself or get shocked.” Knock Out twirls his staff once in his hand and makes the tip land right in front of Frenzy’s face. Blue static crackles at the edge. Frenzy stumbles backwards from surprise and it lands on its aft. It glares up at Knock Out and sticks out its glossa in defiance. Knock Out smirks back at it.

“Maybe we can finally get you a collar and a matching chain, how about that?”

He bends down and picks Frenzy up by the scruff of its neck, holding it up to his face.

“I have to admit I’m quite pleased you are as silent as your master, I can only imagine how obnoxious you would be if you talked.”

Frenzy responds by raising its arm and aim its attached ion pistol directly at Knock Out. Knock Out’s optics widen just before Frenzy fires. It hits him square in the face with a single shot. The shot is not enough to cause Knock Out any real damage, but the ions in the blast make his sensor-net go haywire and make his optics offline for several kliks. He stumbles a step backwards with a pained groan. Frenzy drops to the ground when Knock Out reaches for his face. His sensor-net quickly regains stability and Knock Out looks around for his minicon assailant.

“You little zap-rat! If that as much as left a scratch on my face I’ll pluck out your optics in the slowest way possible.” He sees Frenzy disappear around a boulder twice Knock Out’s size and follows him.

Knock Out freezes as he rounds the solid chunk of rock, catching something familiar in the distance that doesn’t seem to belong in the scenery. It’s something that’s way too big and dark to be stone. Knock Out is back on edge. He stares at the familiar unmoving mass when he suddenly feels something touch his leg and he looks down, seeing Frenzy resting a hand on his plating. It also stares out at the blackened structure ahead.

“…I don’t trust you or your master, Pet, but when I find that glitch things are not going to be pretty, so stay back.”

Without another word Knock Out starts treading down the slope leading to the structure, his hand grasps hard around his staff and the Phase Shifter on his wrist glows faintly with the promise of extra protection. Frenzy follows him close on his heels without heeding his warning.

Knock Out slows down when he gets very close to what he now sees is a Cybertronian ship, or what remains of it. It’s clear that fire has raged outside and inside the ship, making it close to unrecognizable. It looks like parts of it exploded too, because debris is scattered everywhere close to the ship and some bits and pieces even further away. Knock Out carefully sneaks around the blackened hull, reaching the blasted-open cargo entrance. It’s completely dark inside, the smell of scorched metal still lingers in the air in spite of Knock Out being sure that the fire faded a long time ago. There’s another smell that he can’t quite place, but it makes him so uncomfortable that his sensors start prickling. He’s about to turn on his headlights and have a look inside the ship against his better judgement when he notices a shadow creep above him on the black ceiling. Knock Out jerks his attention upwards, looking for whatever moved above him. There’s nothing to see.

Knock Out’s grip on his staff loosens a fraction when he concludes it must have been his optics playing tricks on him. His headlights flash on, giving light to the darkened hallway in front of him. He suddenly notices Frenzy tug at his leg again. Knock Out looks down at it. Its face is worried, as if begging him not to go inside. “Relax, it’s just a ship.” Knock Out casts a glance into the darkness. "A dark one..." He nudges Frenzy away from his leg with the blunt end of his staff and then ventures inside. Knock Out’s steps begin to echo inside the dark hallway as he moves through it. He looks around, but nothing seems to stand out except the very uncomfortable smell from before getting stronger. It's not until he rounds a corner and is met with a disgusting sight that he freezes. The floor is strewn with broken glass and bodies of different alien species. All of them are of organic origin and rotting away. To a human, the stench of a rotting body is awful, but for a Cybertronian, organic corpses decomposing is so gut-wrenchingly horrible that Knock Out instantly feels sick and has to lean onto the wall next to him so he doesn’t collapse.

Knock Out’s words barely come out as a whisper. _“What… the frag.”_ He looks around for Frenzy, but the minicon seems to have disappeared or not followed him inside at all. Knock Out barely recovers from the smell before he catches a pair of fuchsia optics suddenly opening and glowing at him from a corner in the darkness. In just one klik, his optics widen and he tries to jolt backwards, but the spider is already on him. He doesn’t see how, but Airachnid smacks him into the wall with a loud clang. His staff falls out of his hand. His whole frame sinks to the ground from the force. He stares at Airachnid optic-widened as she shoots out a volley of her webbing, sticking him in place. Knock Out doesn’t struggle. He’s well aware of how dangerous the situation is, but he knows that Airachnid enjoys toying with her victims before she kills them. He wants to talk to her, he wants her to know why he's here and keep his anger in check, if not it could cost him his life. His fear already rides him like a nightmare and he has to take in a few ventilations to calm down. He reminds himself that if the situation doesn’t go the way he wants he’ll be ready to use the Phase Shifter.

Airachnid smiles and moves close to him. Her face is now right in front of his. “Tsk tsk Knock Out. That was too easy.”

“You always were a fast one.”

“I knew Megatron would send someone after me sooner or later, but frankly, I’m insulted he sent _you_.”

Knock Out wishes he could reach out and snap her neck to crush it, so he wouldn’t have to listen to her mocking femme fatale voice. “Pf, no need to be so smug Airachnid. Did it occur to you that maybe I’m here by my own free will?”  

Airachnid laughs. “Really? For what? Partnership? I highly doubt you came all the way out here just to talk to me… If Megatron didn’t send you, then what are you doing here?” Airachnid’s clawed digit tilts up Knock Out’s chin, her smile only gets more confident.

“I want your pretty head… separated from your frame.”

Airachnid looks mildly shocked, but then she regains her cool. “So this is personal? I’ll admit, this amuses me. I have no idea when I have ever done you any personal offence.”

Knock Out isn’t surprised that Airachnid doesn’t know what he’s referring to, all the more reason to scrap her. “Slow, aren’t you…?” Airachnid hisses at him and lashes her claws across his face, leaving energon-dripping scratches on one side. Knock Out’s expression turns angry. “Big mistake…”

“You forget, Knock Out, that _you_ are the prey in _my_ trap.” Airachnid takes a step back into the shadows and lets her digits touch her chin in wonder. “I want to know what I could possibly have done to make a coward like you come after me...” She’s silent for a moment, before a light seems to turn on in her mind. She smiles knowingly. “You were friends with Breakdown, weren’t you?”

Knock Out glares at her in silence. _Not as slow as he thought she was... on the contrary._

“I take your silence as a yes. That fool should have known better than to charge at me in anger, too bad for him. Dismantling him piece by piece was an easy task.”

Knock Out snarls at her. “I’ll make you watch while I show you how to dismantle a body properly.”

Airachnid smiles. “I think I touched a nerve… that brute must have meant a lot to you. Was he more than a friend?”

Knock Out’s face changes instantly. He stares at Airachnid, wanting to burn a hole through her chassis.

“Oh, so that’s how it was. Would it help if I said that it wasn’t personal? Your lover was in the wrong place at the wrong time and he paid dearly for it.”

All Knock Out wants now is to wipe off Airachnid’s smirk. Time to operate quickly.

Airachnid steps closer to Knock Out. “Enough talk. Let’s get to the fun part.”

Knock Out’s voice comes out surprisingly confident. “I agree.” Then he lets his mind focus on his want to pass through the matter holding him down. The Phase Shifter immediately responds and lets him pass through Airachnid’s webbing. He grabs the staff he dropped on the ground and hurls himself towards Airachnid’s frame, making a jab at her. She only barely escapes being shocked when she lunges backwards, her six spider-legs pad her landing. Her optics are wide in surprise. Knock Out doesn’t waste a klik, he runs forward, charging with his weapon. Airachnid dodges his first attacks so easily that it seems like a game to her. She knows all too well to stay clear of the charged end of Knock Out’s staff and doesn’t lack the skill to do so. She laughs mockingly as Knock Out struggles to find a gap, she doesn’t even attempt a counterattack, which only makes Knock Out angrier and more determined. It’s not long before Airachnid finally seems to grow tired of their ping-pong and lunges forward, one of her long spidery legs moves towards Knock Out like a deadly spear. Knock Out sees his chance and Phase Shifts through Airachnid’s entire frame. Airachnid stops and freezes when she realizes she hit nothing but air and she’s about to turn around, but it’s already too late. Knock Out shocks her from behind and while she trembles and stumbles in pain Knock Out kicks her hard, sending her flying down the hallway. She crashes onto the scorched metal, groaning.

“How?” she mumbles. Then she sees the Phase Shifter on his arm and shuts her dentals together.

Knock Out smiles when he reaches her frame on the ground. He moves his pede to put pressure on her throat. “You’re not the only one with tricks up your sleeve.” He twirls his staff once in his hand and positions it right above the peak of her chassis to shock her completely unconscious, but then Airachnid starts laughing under him, her body is slowly recovering from the shock. The sight is so strange that Knock Out stops. “What’s so funny?”

“Oh I have another trick for you. I think you’ll like it.”

Knock Out wonders what she means when he suddenly senses something creep up behind him. He turns around to see an abnormally huge Insecticon with glowing orange optics blocking the hallway. He doesn’t get to finish a thought before its fist uppercuts his jaw, making him fall back with a cry and land hard on his aft. It takes him a moment to regain his senses while his hand feels along his jaw in shock. He watches Airachnid stumble back up on her legs and the Insecticon charge towards him.

“Catch him,” Airachnid commands.

_Frag, frag, frag, frag!_

This was not a part of the plan, time to bail. Knock Out gets up on his pedes, minimizes his staff to reattach it to his hip and runs directly towards the wall. The Phase Shifter lets him phase through the solid matter, leading him into another burned suite inside the ship. He’s so done with this stinking ship that he doesn’t even know where to start, so he continues through the next wall. He finally plunges outside but trips headfirst over a big chunk of debris he was too late to notice. He groans with his body glued to the ground. His legs lean absurdly against the debris and his face slowly appears from hitting the ground flat. He mumbles under his breath. _“Great…”_

Knock Out drags himself up on his pedes, having barely recovered when he hears the distinct sound of big insect-like wings thrash above. The Insecticon lands in front of him with a deafening stomping sound. He stares at it in panic. Airachnid’s voice suddenly calls out from the roof of the burned ship. “Make him squirm! But don’t bite his head off… yet.” Knock Out glances over his shoulder. Airachnid is jumping down from the ship and moving towards him. His chances of surviving this are now so low that there’s only one thing he can do.

Run…

Knock Out lunges forward towards the Insecticon. It seems to think that he’s going to attack it head-on, but freezes in a stupor when Knock Out Phases directly through it. Knock Out hears Airachnid curse at the Insecticon as he moves away from them as fast as he can. He blazes up a hillside and past trees, running. Right now, his pedes can’t move quickly enough. The energon courses through his frame in fear of his life. He desperately listens after sounds of wings or creeping spider legs and he casts panicked glances over his shoulder to see if they are after him, but they don’t seem to be. Knock Out moves through the wilderness for half a breem until the only thing he can hear is his cooling fans trying to calm his heated frame. He stops and stares back in the direction he came from. Time to reach Soundwave for a bridge. He’ll have to come here himself and collect Frenzy if he wants it back.

Knock Out is about to request a ground bridge through the comm link when the Insecticon assaults him soundlessly from above as it transforms from its flight-mode. It smashes him down on the ground and pins him there. Knock Out groans in pain as his face kisses the ground. The Insecticon’s big hand presses down on his facial plates, obscuring his view. It quickly rips off the Phase Shifter from his arm. In the moment after, Airachnid descends next to them from above, going to proto-form from her helicopter alt-mode. The Insecticon hands her the Phase Shifter. “What a handy little thing,” she coos.

Her voice is seductive, but the tone doesn’t mask her sense of superior ego. “You should know by now, Knock Out, that running from a spider on the hunt is such a useless endeavor.”

“Running from insects is not my specialty, I’ll admit.” Knock Out groans as the Insecticon puts more weight on his back.      

Airachnid chuckles darkly. She's enjoying seeing her prey in pain. “Another foolish soul who doesn’t know the difference between insects and arachnids.”

“You’re all equally ugly to me.”

The Insecticon growls at Knock Out and moves its hand close to his throat, but Airachnid stops it. “No, Ripshade… not yet, we have all the time in the world to play with him.” Ripshade obeys its queen and removes its claws.

Airachnid squats down in front of Knock Out’s face. “It would have been fun to have Arcee wriggling in my web instead of you Knock Out, she would have put up an interesting fight.”

Knock Out tries to move under the Insecticon’s grasp, but its grip is too tight. He’s weighing his almost nonexistent options. Is this the right time to start begging? “Sorry to disappoint,” Knock Out states with mock insincerity. “I doubt you blame me for sticking my tail between my legs.”

Airachnid laughs. “No. I don’t. After all, you’re a Decepticon. Decepticons know when a battle is lost. At least the wise ones do…” Airachnid strokes a digit along Knock Out’s jaw, almost lovingly. “A shame to ruin such a nice face, but then again, it might make it that more enjoyable.” Knock Out squirms. The Insecticon is unbelievably strong.

Suddenly Knock Out looks up and catches something in his periphery. It’s Frenzy and it’s peeking at them around the corner of a tree. It’s looking intently at Knock Out. It lifts its arm and points at its ion-pistol. Knock Out then looks back at Airachnid before she realizes something’s up. “Was that ship yours?” he attempts.

Airachnid’s seems surprised for a moment, but then she smiles. “Why do you ask?” Knock Out watches as Frenzy takes a careful step towards them. Airachnid’s and Ripshade’s backs are still turned on it.

“Indulge me. You’re going to kill me anyway, right?”

“Hmm,” Airachnid muses. “Yes, that _is_ my ship… I never did tell Megatron what happened before I re-joined your side…”

“I’m quivering with curiosity here.”

Frenzy creeps closer to their backs, fearful of making too much noise.

Airachnid taps a sharp digit at the base of Knock Out’s throat and presses down, drawing energon. Knock Out hisses and bites back the pain. “Oh I’ll tell you… Arcee found me here. Her little human was lucky enough to set my ship and my whole collection on fire. I came back here to salvage what I could, but as you have already seen, the flames spared nothing.”

Knock Out fakes surprise. It doesn’t shock him that those things rotting away inside the ship was something she collected. “I think you need a new fetish.”

“What did you say?” Airachnid digs her digit further into Knock Out’s plating, making him cry out. Knock Out gasps. He only just catches Frenzy in his field of vision having gotten close enough to act.

Suddenly, Frenzy jumps up on Airachnid’s back and grasps around her neck. It aims its ion-pistol at Ripshade’s face and fires as many shots as it can get away with. Airachnid’s arms flail to her neck to try to get her surprise assailant off. Ripshade stumbles backwards in confusion when its optics offline from the disrupting ions. Knock Out rises to his pedes as Ripshade’s grip on him disappears and draws his staff. Airachnid finally gets a hold on Frenzy and yanks it off her neck. She throws it onto a tree trunk where it connects with a clash. She sees too late that Knock Out is coming at her and he hits her in the neck with his crackling staff, making her cry in agony as she sinks to the ground, knocked out for the time being. Knock Out is so worried about Ripshade that he doesn’t notice the Phase Shifter slip out of Airachnid’s hand as she hits the ground.

Knock Out stares fixated in Ripshade’s direction. It’s about to regain its sight and sense of direction. It snarls and roars in fury and claws gashes in the bark of the nearest tree. Knock Out then looks around for Frenzy. The minicon looks unharmed but shaken. Its hand is resting on its head as if its brain got a good rumble from hitting the tree. A very deep and guttural growl escapes from Ripshade when it can finally see Knock Out again and it jumps forward, thundering towards him.

“Scrap!” Knock Out runs over to Frenzy. “Come on!” He picks it up around its waist, its optics go wide with surprise. Knock Out jumps sideways just before Ripshade reaches him and he throws Frenzy in front of him while lunging forward, transforming into his slick alt-mode with Frenzy landing on the passenger’s seat. Frenzy’s optics are wide in shock and energon-rush and its hand clings on to the seat. Knock Out accelerates along the bumpy forest floor, trying his best to dodge the trees, but the task proves extremely difficult as he suspected when he arrived here. He knows he has to try, or else he might end in the scrapyard sooner rather than later. He immediately hears the thrashing wings of Ripshade following him. It’s too fast in flight, too fast for him to be able to escape it like this. Knock Out hits a bump that almost makes Frenzy hit his ceiling, but he manages to get back on track and speed forwards. Knock Out is so focused on dodging the trees that he’s almost too late to see the slanting hillside soon to greet the nose of his alt-mode. His tires squeal when he brakes as hard as he can. He manages to stop right before the edge and stares down into a big clearing mostly free of trees. Frenzy’s hands cling to his dashboard. The brake cost him valuable time, because Ripshade lands with a crash behind his backside and grabs a hold of his frame with no hesitation.

Knock Out barely gets to think before Ripshade lifts him up. “Wow, wait, wait!” Ripshade then throws him down the hillside. Knock Out transforms back to proto-form on instinct as he tumbles down the hill with Frenzy falling out and away from him. Knock Out hits the bottom of the hill hard on his back. He tries to sit up after coming around from the rumble, but his head feels funny. All that comes out of him is an unhappy moan. “Ugh…” Frenzy is quicker on its feet and runs over to him. It points wildly up in the air at the Insecticon. It's coming dangerously close to them. “Scrap!” Knock Out scoots back on impulse as Ripshade lands right in front of him. Frenzy aims its ion-pistol at the Insecticon, but Ripshade swats at it right on its chassis and sends it flying across the clearing. Knock Out glances down at his hip and thinks about drawing his staff even though it probably won’t do him much good when cornered like this on his back. He stares up at Ripshade towering above him.

“Wait. Can we talk about this? I didn’t mean what I said about all of you being ugly.”

Ripshade snarls at Knock Out, its orange optics glow at him with an unforgiving fury. It grips one of his legs and throws him violently across the ground, making his plating screech as it scrapes along the ground. Knock Out groans on his back, his whole frame is aching. Ripshade is already on him again, punching him further down into the ground. Knock Out tries to lift his arms to protect himself, but Ripshade crushes down one of his arms on the ground with its pede, making him cry out. Knock Out’s dentals shut together from the pain. He takes hit after hit to his body and strangely, after a while, the hurt through his frame starts to numb. Ripshade grips around his throat and digs down its digits on his silvery plating. Knock Out chokes. The pressure is excruciating.

A strange kind of calm starts to settle in Knock Out’s mind. Maybe this isn’t the worst way to go... In mere kliks, memories weave through his consciousness. He remembers all the things done and undone. Things he should have said and things he still wants to experience. It would be so easy to let go, to stop struggling, but he has to fight. He’s not done being who he is.

Knock Out puts all the effort he can into getting Ripshade off him. He lifts his legs to push his pedes against Ripshade’s chassis, trying to kick it off, but fails. Ripshade’s willpower only seems to grow as he struggles like a worm on a hook. When Knock Out’s first attempt fails, he uses all the strength he has left to coax one of Ripshade’s hands out under his throat to get it off. He twists its hand around as hard as he can, making Ripshade roar in rage. The Insecticon’s grip loosens enough for Knock Out to squirm away. He stumbles up with difficulty and draws his spear, but Ripshade yanks it out of his hand and throws it away, then it kicks him square on his chassis and knocks him down hard. Knock Out stares in fear up at Ripshade as he now crawls backwards as his only means to escape, until his back bumps into a fallen tree trunk. He's unable to back away any further. Ripshade stops in front of Knock Out. It growls and reaches for Knock Out’s optics, as if it’s going to crush them. Knock Out is so afraid that he doesn’t notice the sound of impending pede steps rushing close.

Behind Knock Out, Bumblebee is charging towards them in running speed. The Autobot jumps and slides over fallen logs, then reaches the fallen tree Knock Out is cornered up against. Ripshade looks up too late. Bumblebee lunges forward in a jump across the fallen tree, like a lion leaping to the defense. He crashes into Ripshade and tackles it head-on.

For Knock Out it happens so fast that he freezes in shock. Bumblebee and Ripshade tumble together across the ground. Ripshade manages to throw Bumblebee off its frame, but it doesn’t face the Autobot scout. Bumblebee lands perfectly on the ground in a crouch, his arm reaches behind his back for a weapon attached to his back.

Knock Out stares at Bumblebee as he rises to his pedes. “Bumblebee…”

Bumblebee draws a vibroblade from a cover on his back and positions it in front of his frame in a defensive position. He steals a glance at Knock Out. “Can you fight?”

Knock Out’s voice comes out panicky. “It knocked my weapon away.”

“Find it, while I keep him busy.” Bumblebee sounds too calm for the situation he has put himself in. Knock Out doesn’t need to be told twice. He bolds in the direction he knows his spear was thrown in.  

Bumblebee’s gaze returns to Ripshade. It’s going to charge at him any moment now. He calls out at it. “Let’s even the odds.” The Insecticon runs towards him in a charge, throwing itself at him, but Bumblebee feints to the left and manages to slash at Ripshade’s waist with his blade. Bumblebee turns around as Ripshade roars in pain from the deep cut and then shoots at it with one of his energon-blasters. The blasts only make Ripshade more furious and it turns on Bumblebee to lash out at him. Bumblebee jumps back, putting distance between them to plan his next move. They circle around each other, both waiting for the other to attack first.

Bumblebee catches Knock Out in his periphery arrive next to him with his staff in hand. A line of energon is running down Knock Out’s throat from Airachnid’s earlier handling, but he doesn’t pay it any mind. Knock Out expertly twirls his staff and makes a battle-stance with it. He steals a glance at Bumblebee’s blade. He’s never seen him with a weapon like that before.

“Do you even know how to use that?” Knock Out asks with worry in his voice.

“I don’t… well a little.”

“That’s comforting.”

Ripshade grows restless from them circling each other and charges. It goes straight for Bumblebee and raises its arms at his face. Bumblebee blocks with his blade and counterattacks. He misses Ripshade’s chassis by an inch. Knock Out moves with great speed behind Ripshade’s back while it’s distracted and shocks it. The Insecticon freezes as the static courses through its frame, but the shock only seems to bother it for a moment before it turns around to swat at Knock Out as if he was an annoying fly. Knock Out jumps back to avoid Ripshade’s claws.

“Sturdy glitch,” Knock Out mutters.

Ripshade immediately returns its focus on Bumblebee, recognizing him as the bigger threat. It lunges at Bumblebee and tries to grip his blade or knock it out of his hands, but Bumblebee manages to parry its attack. Bumblebee is about to go on the offense when Ripshade suddenly transforms into its insect alt-mode and takes off the ground. It flies up and away, but then circles around, coming back towards them. Both mechs stare up in the air after it.

“What’s it doing?” Bumblebee wonders aloud.

Suddenly, a canon appears on its elongated nose as it’s flying dangerously close.

“Watch Out!” Knock Out warns.

Ripshade aims for Bumblebee and shoots several blasts where he’s standing. Bumblebee moves a fraction too late, the blasts rain down on his location, making the ground under him explode in spots and the earth whirl up in dust.

Knock Out cries out in fear. “Bumblebee!” He can’t see if Bumblebee is unharmed from the fire and dust obscuring his vision. It feels like his spark sinks in his chassis when he watches Ripshade reach the smoke and fly through it, crashing into Bumblebee’s frame. Ripshade drags Bumblebee with it along the ground. Knock Out looks on in horror as the blade falls out of Bumblebee’s hand. Ripshade transforms back to its proto-form as it decides it has dragged its enemy far enough and then stares down at the Autobot on the ground before it.

Bumblebee moans. His body hurts and his arms are spread like angel wings to his sides. The attack took him by shameful surprise and he’s so shaken that all he can do is watch while Ripshade’s pede appears on top of his face, forcing his face to a side. Ripshade slowly starts crushing down on his cheek. Bumblebee makes a weak effort to fight back and remove the crushing force from his head, but the Insecticon is too powerful. He wants to cry out on impulse but no sound comes out of his mouth. He listens in horror as his metal starts screeching from the force on his head. The pain is agonizing. Each klik feels like it lasts an eternity.

Bumblebee then hears the distinct sound of metal piercing metal. The pressure on his head disappears and he watches in shock as the Insecticon crashes on to its side on the ground with his blade driven through its back and further through its spark chamber. Knock Out stands above the now lifeless Ripshade, staring down at it. His hands are open from the blade slipping out of his reach as he drove it through the Insecticon’s back. Words come out of his mouth in only a little more than a whisper. _“Not a good idea to turn your back on a Decepticon…”_

Knock Out slowly looks at Bumblebee. Their optics meet and for a moment, all they do is stare at each other. Then Knock Out sinks to his knees next to Bumblebee and pulls him up in an embrace without a single word. Bumblebee is close to shaking. He puts his hands on Knock Out’s shoulders and digs in his digits hard from the relief overwhelming him.

“I-I found you, I found you...”

“Yeah.” Knock Out’s voice comes out uncharacteristically calm and centered.

"How hurt are you? Are you okay?" Bumblebee's voice sounds so worried that Knock Out can't help himself from a chuckle.

"I'm fine. I'm alive."

Bumblebee leans back and stares at Knock Out. He’s covered in dirt and dust and he’s bleeding from his neck and from scratches on his face. “You look like scrap,” Bumblebee grins. He can’t believe he found Knock Out in time.

“Don’t remind me,” Knock Out huffs. “You’re all dirty too.”

Bumblebee doesn’t pay it any mind. His grip on Knock Out’s upper arm tightens. “I don’t know what I would have done if…” Suddenly Bumblebee’s optics turn a critical shade of angry. “What were you thinking? You are so far past the line of stupid I could punch you!”

“If it will make you feel better, then do it.”

“What? No… idiot.” Bumblebee can’t wait any longer. He reaches his hand behind Knock Out’s neck and pulls him in. Knock Out leans into his touch as their lips meet and his optics close in bliss. Right now, the taste of Bumblebee is the only thing there is. Bumblebee carelessly forgets about Knock Out’s wound on his throat when his hand glides down along Knock Out’s plating. Knock Out winces from the soreness and pulls back.

Bumblebee looks concerned. “Sorry.”

Knock Out just looks at him with a faint smile that turns uncertain. “Why are you… how did you get here?”

Bumblebee hesitates for a moment. “…It was Soundwave. He got a message through to our base.”

“What?” Knock Out has a hard time believing what he just heard.

“It happened fast, I…”

“I don’t understand.”

”...Ratchet told me Soundwave sent a message and that it was for me. It said you were in trouble… and Soundwave asked me to meet him outside of Jasper.”

“…And you did?”

“Yeah I… of course I did…” Bumblebee hesitates and looks into Knock Out’s optics, unable to read his expression. “I thought it was some kind of ruse, but I knew, that if it wasn’t and I ignored the message, only to find out later that something happened to you…”

Knock Out stares at Bumblebee. Then he places a hand on the side of Bumblebee’s face, his optics emit a rare kind of warmth.

The moment breaks when both mechs notice Frenzy appear not far from them. It’s walking towards them, it looks apprehensively at Bumblebee. Bumblebee is about to lift his arm in defense and aim his energon blaster at the minicon, but Knock Out puts his hand on his arm. “It’s with me.”  

“Is that…?”

“Yeah, it’s one of Soundwave’s pets.”

“What’s his name?”

“Frenzy… it bites, so don’t get too close.”

Bumblebee snorts. “I think I can handle a minicon.” He rises to his pedes and grabs the handle of the vibroblade. He pulls it out of Ripshade’s sparkless body. Knock Out follows suit, his body aches from the hits, blasts and punches he took.

“You’d be surprised…” Knock Out words trail into nothingness. He suddenly remembers Airachnid who he shocked unconscious and the Phase Shifter, most likely in her possession still. Megatron is going to kill him…

“We have to go back.”

Bumblebee looks questioningly at Knock Out. “Go back where?”

“To where I knocked out Airachnid. That glitch might still be unconscious. We have to go back and finish her. Right now.”

“Wait, Knock Out. Listen to yourself.” Bumblebee twirls the blade once in his hand as if he is an expert using it every day and then sheathes it in the cover on his back. “Don’t you think this is enough for one day? You’re obsessed with her. I know she took him from you, but you have to let it go… It won’t make it better just because you snuff out her spark.”

Knock Out stares at Bumblebee. “Yes. She took him from me and she deserves to suffer for it.”

“Maybe she does deserve it, but don’t you ever stop for a moment and think about the past all of us share? We all lost comrades at the hands of someone else, but avenging the fallen didn’t take away the pain. It never did.”

Knock Out changes his tone, giving it a slick layer. “You know who you sound like right now?”

Bumblebee tilts his head up and rolls his optics. “Ugh, give me a break!”

Knock Out gestures at Frenzy to follow him and gives Bumblebee a smirk. He starts walking towards the hillside he was thrown down.

“Where are you going?” Bumblebee shouts.

Knock Out glances over his shoulder. “Kill or no kill, she still has something of mine… and I need it back.”

Bumblebee looks curiously at Knock Out, realizing that nothing can quench the ‘Con’s determination to find whatever it is he’s looking for.

“Are you coming or what?” Knock Out asks.

“I have to don’t I? If I don’t you’ll just pull another stupid stunt.”

“And that’s the only reason why you’re coming?”

Bumblebee frowns. “Shut up.”

Knock Out gives him a smile and turns forward. Bumblebee looks one last time at the dead Ripshade, its vacant optics stare out into the eternal distance, before catching up with Knock Out and Frenzy.

 

~ · · · ~

 

Knock Out cries out in frustration as they reach the spot where he was attacked by Airachnid and Ripshade. Frenzy winces back from surprise by Knock Out’s outburst.

“She’s gone… I knew it.” Knock Out kicks up some earth. “Blast it!” He lets a few ventilations run through his system to lessen his bitterness.

“What about the thing she took from you?” Bumblebee asks.

“It’s gone too. She must have taken it with her.”

“What was it?”

“The Phase Shifter.”

“…A relic? I don’t know what’s worse, Airachnid having it or Megatron having it.”

Knock Out glares at Bumblebee. “You don’t seem to grasp the trouble I’m in returning empty handed. Megatron is going to roast me alive over an energon fire for this.”

Bumblebee realizes he spoke out of term. “I get it. Does he know you took it?”

“I don’t think so. If anyone would know it’s Soundwave, but he shares everything with Megatron anyway…”

“Well obviously not everything. If he did you would have been dead right now.”

Knock Out freezes. Bumblebee is right. “For some reason the slag-sucker has my back…” He then peeks at Frenzy. The minicon looks up at him with an unreadable expression.

“He’s not the only one.” Bumblebee’s voice has a layer of warm comfort to it.

Uncontrollable feelings Knock Out would rather put away well up in his chassis. He stares at Bumblebee. “I don’t know how to… I-“

“Don’t,” Bumblebee interrupts. “It’s alright. I want you safe most of all and we’re exposed out here even if we outnumber Airachnid. We don’t know if she’s prowling around close to us. You should bridge away from here.”

Knock Out hesitates in silence.

“I know it hurts… but she will get what’s coming to her. Sooner or later.”

It feels as if Bumblebee’s words are rain quelling the wildfire still raging in Knock Out’s mind, but he refuses to accept that he and Airachnid’s unfinished business is truly over.

“Hang on…” Knock Out says. He then tries to reach out to Soundwave through the Decepticon comm link. It only takes a moment before Soundwave answers in code flashing before his optics. Soundwave is asking where he wants the bridge to go. A snort escapes Knock Out. He’s about to respond: _the medbay obviously,_ when he looks at Bumblebee and gets an idea.

Knock Out finishes his communication with Soundwave and cuts the feed to his optics. A ground bridge then appears right next to them. Frenzy is already running through, vanishing into the waving colors.

“So…” Bumblebee starts. “I guess this is-“

Knock Out cuts him off. “You’re coming with me.”

“…What? To where?” Bumblebee can’t hide his surprise.

“You’ll see.” Knock Out smiles at him when he hesitates. “Trust me. Just this once.”

Bumblebee makes a noise of surrender and then shrugs heavily. “Alright, but you better not be doing something stupid again.”

"I promise I'm not."

Knock Out's face is a little too confident for Bumblebee's liking, but in the end he decides to trust him and follows him into the void.


	10. Layer 1.0

Bumblebee freezes when they make it out on the other side. The bridge closes behind them with a swooshing sound. Bumblebee stares out on a spacious hab suite that without a doubt is located on the Nemesis.

“Knock Out… what…”

Knock Out lifts his hands at Bumblebee in a gesture for him to calm down. “I know what it looks like, but don’t panic.”

Bumblebee involuntarily raises his voice in unpleasant surprise. “Me? Panic? Are you trying to get me killed?! You promised me.”

“Trust me, you’re safe here Bumblebee.” Knock Out does what he can to make his voice sound calming.

Bumblebee watches as Frenzy darts to one of the few chairs in the room and makes itself comfortable in it. It smiles happily, as if it’s excited being back home.

“No one is going to get you here. Soundwave assured me… This is my hab suite by the way.”

“It-It is?” Bumblebee looks around. It’s a nice looking place. There’s windows on the right side looking out over a soon setting sun and a decent sized and round shaped berth in the middle of the room. He looks around to the left, seeing a monitor near the door and the wall next to it filled with stacked boxes and shelves with a ton of Earth souvenirs, car parts, self-maintenance tools and Cybertronian gizmos.

“This is all yours?”

“Yeah. I wanted to show it to you.”

Bumblebee’s face slowly lights up from worry. “It’s… awesome.” Then his optics catches something interesting on the shelf. “No way.” He hurries over to let his digits glide over an object he hasn’t seen the likes of in millennia. “A Sonic Sword! This is so cool.” Excitement now flows out of Bumblebee like a waterfall. “One of Sentinel Prime’s elite guards used a sword like this.”

“I didn’t know that” Knock Out comments. “I got it from someone.”

Bumblebee glances at Knock Out over his shoulder. “You don’t think I can tell when you’re lying at this point?”

“…Alright.” Knock Out crosses his arms. “I sort of, scrapped an idiot who didn’t know how to use it and took it. It’s a long story.”

Bumblebee isn’t surprised. “In the war?”

“Yeah.” Knock Out backs up against his berth and sits down on it. He sighs deeply. He suddenly feels extremely tired. The energon rush that kept him going before is fading fast. It’s like a mist that he can’t fight, slowly shrouding his frame. He feels along his throat and then along his scratched cheek. It’s sore, but the bleeding stopped long ago. Apart from his wounds, he’s intact and aching all over.

“Are you okay?” Bumblebee sounds concerned.

“I’m fine, just tired. I’ll have a lot of rectifying to do later…”

Bumblebee has never heard Knock Out sound so drained before. He unfastens the cover on his back and leans the vibroblade against the berth next to Knock Out. He raises his hand and slowly strokes the back of his digits along Knock Out’s cheek. Knock Out leans in to his hand and closes his optics.

Knock Out’s voice is not far from breaking, the fear of rejection hangs in the air. “Will you stay with me? For a while?”

Bumblebee is silent. Knock Out looks up into the scout’s optics, hoping to find the affection and certainty he always does when he needs it the most. Something twists uncomfortably inside his abdomen when he can’t read Bumblebee’s expression.

“Lie down,” Bumblebee bids. His voice is so warm that Knock Out has no idea what to say.

Knock Out does what Bumblebee tells him to and leans back. Bumblebee nudges him over to lie on his side so he faces the other way. As soon as Knock Out’s head turns away and touches the berth, he feels Bumblebee’s arm slide down his waist to catch his hand. Knock Out’s arm bends as their digits intertwine, their arms move in unison to rest on Knock Out’s chassis. Bumblebee pulls his back close to his chassis. Knock Out ex-vents as they lie together, relief and comfort flow through his system. Bumblebee’s face rests at the back of his neck, his forehead only lightly touches.

“I’m not going anywhere…” Bumblebee says.

Knock Out’s spark flutters uncontrollably. His hand gives Bumblebee’s an affectionate squeeze. He doesn’t have to look at him to know he’s smiling. Knock Out closes his optics in bliss and feels himself slowly doze off when Bumblebee mumbles. “What about _him_?”

Knock Out lazily lifts his head to locate Frenzy. It’s still sitting in the chair, looking calmly at both of them, as if it was ordered to do so, which Knock Out has no doubt that it was.

“If it wants to be a creep and watch us recharge, then let it.” Knock Out’s head falls back on the berth. He tugs Bumblebee a little closer. All he hears from the scout is a faint chuckle. He too is on his way into dreams.  

 

~ · · · ~

 

When Bumblebee stirs, night has fallen outside. At some point during their sleep automatic lighting turned on in the ceiling, bathing the hab suite in a pleasant glow. He immediately recalls dreaming of something that made his groin heat up in excitement. A faceless something with its mouth on his spike... The excitement is far from gone. His spike is pressing against his interface panel and he likes and doesn’t like it at the same time. Bumblebee groans once in complaint and props himself up on his elbows. He looks at Frenzy, still in the chair, recharging, or so he thinks. He knows he can’t be sure of what the minicon is doing. Ever.

Then Bumblebee looks at Knock Out next to him. He can only see half his face, but Knock Out looks unusually content and peaceful in his sleep. So this is what he looks like when he’s not busy being his immature self, Bumblebee muses. He’s never seen Knock Out recharge before. There’s a strange sort of delicacy to it, a thing he thought he would never get to see.

Bumblebee is torn. He should let Knock Out sleep, but he’s so turned on that he lets his hand glide along the peak of Knock Out’s back and then further down his waist until his hand stops at his hip. Knock Out moves by the touch, his optics blink a few times, until they are wide open. He notices the hand on his hip and looks at Bumblebee. Bumblebee moves his hand down Knock Out’s abdomen, appreciating the smoothness of his plating and the texture of his cables. He knows exactly what Knock Out’s optics convey. Knock Out reaches for the dip in Bumblebee’s neck and pulls him down. They taste each other’s lips in a silent kiss. At first, their kiss is innocent and simple, but it changes as crudeness takes over. Bumblebee pushes Knock Out down on his back and mirrors his hands on top of his. The contrast between claws and blunt extremities is apparent as their digits intertwine. Kissing Knock Out makes Bumblebee forget he’s on the Nemesis, but he remembers that they are not alone. He gasps when their lips part. He shoots a nervous glance at Frenzy. _“Not when the little guy is here…_ ,” he whispers.

“I don’t care.” Knock Out pulls Bumblebee down again. He lightly bites down on Bumblebee’s lower lip, making Bumblebee moan and roll his optics in resistant surrender.

Bumblebee uses all the willpower he has to pull back. “He’s like a sparkling!”  

Knock Out doesn’t even try to restrain his mock laugh. “Not even close. It’s a monster.”

They both notice that Frenzy stirs from its recharge and suddenly stares back at them.

“Great, you woke him up.” Bumblebee’s voice is filled with disappointment. His spike is still as keen as when he woke up.

Knock Out gently pushes Bumblebee away enough for him to be able to sit up on the berth. He looks at Frenzy and his tone of voice turns serious, almost threatening. “Leave. Now.”

Frenzy stares a Knock Out for a while before taking his command serious. It jumps down from the chair and makes for the door. Right before it pushes the door button Knock Out calls at it. “And tell Soundwave next time he wants a show he’ll have to pay for it.” Frenzy turns and makes an unmistakable frag-off gesture to Knock Out, before opening the door and disappearing.

The door has barely closed when Bumblebee raises his voice in suspicion. “What do you mean, next time?”

Knock Out clears his throat while leaning into Bumblebee’s touch. “Forget it.” He acts quickly to change the scout’s thoughts. He places his hand on Bumblebee’s pelvic plating, his thumb presses down on sensitive cabling. Bumblebee responds immediately by imposing his frame to make Knock Out lie down, but he’s taken by surprise. Knock Out grabs his wrists and forces him down on the berth. Bumblebee grunts as his back hits the surface. He stares up at Knock Out in wonder. He’s not used to it and maybe that’s why it only turns him on more that Knock Out pushed him down like that.

Knock Out is looking at him intently, as if he wants to communicate a secret. “Don’t move…” His hand glides down Bumblebee’s chassis very slowly. Their optics meet. Knock Out’s words come out crystal clear. “…Thank you.”

Bumblebee blinks. Did he hear right? “Is your thermostat malfunctioning or something?”

Knock Out leans down to nuzzle their foreheads together. His voice is calm and soothing. “You came for me… thank you… thank you…” he closes his optics in gratitude while letting his hand glide lower yet.

“I don’t know what to-“ Bumblebee’s voice cuts into a groan when Knock Out reaches his interface panel, the feel of his hand cool. The tension under Bumblebee’s cover becomes too much and his spike readily appears with a colorful bead of lubricant manifesting on the tip. Bumblebee whimpers a little when he sees Knock Out’s hand hover over his spike, but he doesn’t touch it. Instead, Knock Out sits up on his knees and looks down at him with a playful smile appearing on his lips.

“I need to savor this for a moment. You on my berth, looking like this.”

Bumblebee casually puts his hands behind his head and smirks. “It’s really comfy, but I would love it if you would consider _savoring_ my spike with your mouth.”

Knock Out looks at him with equal confidence. “I don’t think so.” Then he moves closer to nudge Bumblebee’s legs apart. He grips his thighs, pulling Bumblebee so close that his aft now rests at the beginning of Knock Out’s knees. The pull was so rough that Bumblebee’s optics widen and his arms spread next to him for support. “Keep your arms there, or you lose the game.” Knock Out’s voice is awfully sensual.

“Alright. I’ll play along.”

“Do nothing and listen…” Knock Out glides two digits along the rim of Bumblebee’s valve. The level of wetness indicates he's liking Knock Out’s touch and words. Bumblebee is looking curiously up at him and is so intrigued that he doesn’t say a word. Knock Out’s gaze soars over Bumblebee’s body, loving the little twist of his hips.

“…Don’t take this as accusation, I’m just dying to know who’s valve you filled after our little talk on that awfully rainy day.” Knock Out’s own interface panel opens. His hand immediately takes a light hold around his spike and ghosts digits up and down in a self-tease.

Bumblebee’s optics dart to the periphery. “Does it matter?”

Knock Out smiles and leans forward, making the tip of his spike press against Bumblebee’s valve. “Your tone is very revealing.” Bumblebee groans longingly, but stays still. “I can hear it in your voice. You let someone spike you.” Knock Out takes a hold on Bumblebee’s hip and pushes inside. They both moan as Bumblebee’s walls contract around Knock Out’s spike. “Didn’t you?”

“Yeah I did.” Bumblebee’s hands hold on tight to the berth. Knock Out’s red optics are like vigilant flames burning through his frame.

“Who was it? My guess is-“

“No!” Bumblebee interjects. “Primus no. It wasn’t him. I’ve told you a million times.”  

“What a shame… I like the thought of him pressing down on you.” Knock Out’s hand touches Bumblebee’s spike and lightly squeezes the head, slicking it over with lubricant.

Bumblebee writhes under him. “Your voice...”

Knock Out pushes into Bumblebee very slowly, taking his time. “Tell me who it was.”

“I don't think so…” Bumblebee moves his lower body in invitation for Knock Out to go faster, but Knock Out keeps the pace agonizingly heavy.

“If you tell me I’ll go faster.”

Bumblebee stares up at the ceiling for a moment, deciding whether to tell Knock Out. “I, ugh… okay… it was Wheeljack.”

Knock Out hides his surprise well. He picks up his rhythm slightly and grips tighter around Bumblebee’s spike as he services him. “Wheeljack, huh? The other Wrecker?”

“…Yeah.”

“Did he fill you up nicely? Did you enjoy it?”

“I’m not telling you.” Bumblebee rolls his hips.

“Come on Bee. Play the game.”

Bumblebee makes a grimace of surrender mixed with lust. “I liked it.”

Knock Out puts his hands on Bumblebee’s hips and pulls his lower body up so his aft sticks up in the air and then guides Bumblebee’s legs around his waist. His hand returns to Bumblebee’s spike, the feel of it so good he has to restrain himself from going too fast. “How big was he? I know how tight your valve would be for someone bigger than average.”

Bumblebee moans under him while arching his neck from the sensation. “He was big… too big.”

Knock Out can’t help himself from teasing him. “Are you saying that to make me happy?” He lets his thumb digit slide across the head of Bumblebee’s spike.

Bumblebee's legs tense around his waist. “No. I don’t care how big he is…”

“Why not?”

“…He’s not you.”

“You warm my spark Bumblebee. Do you want to measure our sizes later? I think we’re about the same.”

“Shut up.” Bumblebee emits a heavy moan and his dentals shut together.

“I’m not shutting up yet. I know you won’t admit it, but you’re into me talking like this.”

“Maybe I am..." Bumblebee's continuous gasps and movements with his hips betray him. 

Knock Out smirks and picks up his pace before he continues. He notes just how much he has missed the feel his spike in Bumblebee’s valve. “Just think about where you are right now. You’re on the Nemesis, getting fragged nice and hard by a Decepticon. Do you think about that?”

Bumblebee can barely get words over his mouth and his optics become glossy.

“This is the same as spitting Megatron in the face and getting away with it,” Knock Out declares, his voice is husky. “It turns you on, doesn’t it?”

Bumblebee nearly chokes. “Y-yes.”

Knock Out continues. “Now I’ll be thinking about you on my berth all the time when I work, when I listen to Starscream’s rants. I’ll be craving more of you when the cycle ends…”

Bumblebee’s head arches back. He has to use all the strength in him to keep his hands on the berth. “Knock Out…”

“Have I ever told you your spike is flawless? The fit in my hand… in my valve… it’s perfect… and it looks nice.”

“Many times.”

“Do you get tired of me saying it?” Knock Out’s hand on Bumblebee’s spike is soaked.

“Never,” Bumblebee gasps out. He’s so close to the edge that his overload is building like rumbling thunder and he finds Knock Out’s optics when lightning strikes. He cries out when he overloads and watches his transfluid shoot out to hit his own chassis.

Knock Out gives Bumblebee a moment to relax, before dipping the back of his index-digit in Bumblebee’s transfluid. He drives his digit through the fluid, then lifts it to his mouth and lets his glossa clean it off. Bumblebee gulps. The sight makes his abdomen tingly.

“Blast it…” Bumblebee emits, his ventilations slow down.

Knock Out gives him a sly smile. “What?”

“I kind of want you to shut up when you talk like that.”

Knock Out’s soaked hand slides along Bumblebee’s thigh in affection, leaving a trail of lubricant. “I know. That’s what makes you so nice to look at when I do it.” Knock Out can’t stop himself from smiling. “It comes in handy when I self-service. See I just close my optics like this and then I imagine your face when I scrap talk, just like that… aww yeah.”

Bumblebee stares at the smug-faced Knock Out with his closed optics, he’s unable to keep himself from smiling too. He places a pede on Knock Out’s chassis and pushes at him in play. “You’re so full of yourself your head might as well be hitting the surface of Moonbase One, you slag-sucker.”

Knock Out grins and grips Bumblebee’s pede. “What, I’m not allowed a little mind-action?”

Bumblebee snorts. “You know what I mean. I allow myself plenty of that on my own time.”

“That doesn’t surprise me.” Knock Out caresses digits along Bumblebee’s pede and lower leg. “I want details.”

“If you behave I might share them with you.” Bumblebee is only joking, but Knock Out seems to take his words more seriously than he expected.

Knock is smiling confidently. “Alright, I’ll be nice.”

Knock Out’s spike is still hard inside Bumblebee’s valve and it twitches in eagerness. He lets Bumblebee’s aft slide down. Then he leans in over Bumblebee and stares down at him, his spike is close to falling out of his valve. “I’m going to frag you really slow…” Knock Out’s tone is very different compared to a moment ago. “I’ll be quiet. I want to hear your every sound clearly.”

Both mechs look at each other with an intimacy they haven’t allowed themselves to ever fall into before. Then Knock Out mirrors his clawed hands on top of Bumblebee’s, reversing their earlier position from when they woke up next to each other. Knock Out starts his slow grind into Bumblebee’s valve. He closes his optics in euphoria and arousal as he listens carefully to Bumblebee. He knows him so well that he immediately realizes Bumblebee is holding back from making too much noise, because Knock Out made him self-conscious by saying he wants to hear it. “I don’t want you to hold back,” he attempts.

Bumblebee smiles. “You couldn’t be quiet longer could you?”

“I can’t help it.” Knock Out moans deeply and shuts his dentals together. He’s not sure how long his stamina will last like this.

“I want to touch you.” Bumblebee’s tone is careful.

“I want you to.”

Bumblebee lifts his arms and pulls Knock Out’s frame closer. Their foreheads rest against one another. Specks of dust flow above them, visible from the light overhead.

“I missed you.” Bumblebee gives in, no longer able to hold back sounds from Knock Out pushing into him. His body quivers and his moans turn deeper and needier for each one.

Knock Out’s own sounds come out heavily. His gasps almost obscure his words. “I missed you too, I… I hurt without you.”

That is when the world around them dissolves and becomes a blurry mass. Knock Out is losing his slow and neat rhythm to his uncontrollable want. Knock Out’s digits crush in-between Bumblebee’s and dig into the berth beneath. They take their time as they kiss. Bumblebee moans against Knock Out’s lips. Knock Out has never quite interfaced with Bumblebee like this before. He pours everything he normally can’t say and everything he should have said into his kisses and into his unruly thrusts. He takes Bumblebee into possession and lets him know that he is wanted in every possible way. Their bond seals when Knock Out moans out Bumblebee's nickname.

"Bee..."

They hold each other’s gaze for a long moment. Knock Out can tell his message came across, because Bumblebee is staring at him while trying to control his gasps. “Knock Out…” Bumblebee tenses under him. His valve clamps down as another overload ripples through his frame in pulsing shockwaves. His hands on Knock Out’s shoulders loosen and fall down in exhaustion.

Knock Out stops moving, his mouth touches Bumblebee’s chin very lightly. His voice is brimming with surprise. “You overloaded twice…”

“I know…” Bumblebee’s quick ventilations slowly lessen. “Because you looked at me that way and you did... that.”

“You know what it was.”

“…Yeah… okay.”

“Dork…” Knock Out closes his optics in bliss and nuzzles his forehead to Bumblebee’s cheek. Bumblebee emits a low chuckle. Knock Out squeezes Bumblebee's digits in-between his own. A warm post-interface silence settles in the room. Bumblebee and Knock Out listen to their cooling fans whirring and the pleasant hum of Nemesis machinery.

After some time in silence, Knock Out hugs Bumblebee close and buries his face in his neck cables. “Are we okay?” he mumbles.

Bumblebee’s arms wrap around Knock Out’s frame. “We’re good.”

Knock Out sighs. Happiness washes over him in warm waves. He feels along Bumblebee’s chassis and rests his hand above his spark chamber, feeling the pulsation underneath.

“Bee…”

Bumblebee pays attention to the third time Knock Out uses his nickname. It’s new and unfamiliar, but for some reason it feels just right when Knock Out says it. “You’ve never used my nickname before today.”

Knock Out pulls up and looks into Bumblebee’s optics. “Let’s just say it’s long overdue…”

Bumblebee smiles at him. “All of this is.”

“Yeah… don’t wrap your pretty head around it.” Knock Out’s lips hover right above Bumblebee’s chin. “We made it.”

Bumblebee reaches for Knock Out’s cheek and lightly runs his digits along his plating. He leads Knock Out’s face down with a delicate gesture. Within a moment, the tips of their glossas touch. Knock Out can’t help himself from moaning heavily when they part. He bites his lip and stares at Bumblebee below him with tenderness. He moves a little inside him.

“You’re still hard.” Bumblebee’s voice has a playful tone to it.

“It’s not going down anytime soon.”

“We still have time.” Bumblebee starts moving his hips in careful rolls, making Knock Out groan in further want.

“I wanted this to be for you.” He has to constrain himself from start pushing into Bumblebee’s valve. Bumblebee doesn’t stop rolling his hips in pleasurable waves, making Knock Out reluctant to pull out.

“You have nothing to prove to me Knock Out. I want you to.”

Knock Out stares at Bumblebee for a moment. His spike twitches in his valve. He then tentatively reciprocates Bumblebee’s hip-rolls once with a single push. “Naughty boy.” He moans right above Bumblebee's face. “Making me feel all better…” Knock Out finally gives in and thrusts into Bumblebee with greed. He grips Bumblebee’s wrists and pins them down on the berth next to his head. He looks into Bumblebee’s blue optics, there finding all the desire he could possibly need. Bumblebee whines under him. Knock Out can tell words are stuck in the scout’s throat from the force pushing into him. Watching Bumblebee under him makes him so hot that the pleasure whips through his body. At this point, he’s unable to restrain himself. He frags Bumblebee as hard as he can. His sensors are so satiated from earlier that it doesn’t take Knock Out long to overload. He tenses as his climax releases and his transfluid fills Bumblebee up. He hovers over Bumblebee’s frame when the pleasure from his overload starts to dissolve. He then carefully pulls out of Bumblebee and crashes down next to him in exhaustion.

“I like making you feel better.” Bumblebee’s gasps slowly lessen. He notices Knock Out’s transfluid slip out of his valve and down his rim.

“You’re very good at it.” Knock Out finds Bumblebee’s hand and takes it in his own. “My boy…”

Bumblebee's spark swells inside his chassis from Knock Out calling him his. He squeezes Knock Out’s hand back tight. A natural silence settles between them as they lie next to each other. They forget about time passing and Bumblebee is close to dozing off again when he realizes he should leave soon, before morning approaches. Bumblebee looks outside. It’s still very dark, but he has no sense of what time it actually is.

“I think it’s time Knock Out.”

Knock Out doesn’t let go of his hand. “Just a breem, stay for one more.”

Bumblebee puts all the comfort into his voice as he can. “I don’t want to risk it any more than we already have.”

“…Alright, but I need you on my berth again. Got it?”

Bumblebee can’t help himself from smiling. He sits up and looks at Knock Out. “You’re mad, but if you believe it’s safe… then I’ll cherish every moment I can have with you in here.”

Knock Out gives him one of his very rare foolish smiles and pushes at his chassis in play. “My head will cave in soon if you keep saying things like that.”

“Can’t have that, can we?” Bumblebee leans into Knock Out and kisses him. For once, both their optics are open as their lips touch. Bumblebee’s gaze rests on Knock Out’s silver-white face and his red optics enveloping insatiable flames. He can’t remember the last time he felt this happy. Right now, what passed between them seems distant. Joyous streams of blue energy surge through Bumblebee’s body and splash together in his head. He’s reluctant to pull away from Knock Out, but finds enough strength in the end to give Knock Out’s hand a last squeeze and then move over the edge of the berth to stand up. His interface panel shuts with a snap as he reaches for the vibroblade leaning against the berth.

Knock Out gazes at Bumblebee’s frame as the Autobot swings the blade-cover behind his back to fasten it. His optics already radiate a longing. “I hoped you would leave it here, it would look good on my shelf.”

“No way,” Bumblebee snickers. “It’s Optimus’s. It means a lot to him. In all the confusion Ratchet said I could borrow it.”

“What does it mean to him?”

“I’m not sure… it belonged to someone named Drixco in the war. I asked Optimus about it, but I could tell he didn’t want to talk about it.”

“I would have been able to get it out of him.” Knock Out’s voice sounds so confident Bumblebee snorts.

“I highly doubt that.”

“You think the Autobot leader would be able to resist me?”

“I would count on it. Your _charms_ wouldn’t work on him.”

Knock Out huffs at Bumblebee’s sarcasm. “Hmm.” He gets up from the berth as well and steps close to Bumblebee. He glides the back of a digit along Bumblebee’s hip plating. “It works on _you_.”

“Because I let it work.”

“Of course.” Knock Out’s head tilts, his smile is unbelievably sly.

“Sometimes you’re too slick for your own good.” Bumblebee jerks his head in a gesture towards Knock Out’s monitor. “If you would. I imagined someone barging in too many times already.”

“Hold on.” Knock Out walks over to his monitor to open up a ground bridge for Bumblebee. “Where to?”

“Jasper, just outside the city, whatever works.”

Knock Out’s digits drift over the panel and a moment after a bridge opens in the corner of the hab suite. Bumblebee moves over next to Knock Out by the monitor. He leans in next to him and opens a text pad. “I was afraid to give you this frequency code to reach me on because of Soundwave, but I doubt he’ll put our safety in jeopardy after all of this.” Bumblebee writes down the code and watches as Knock Out checks it out. “Whatever you send it will go to me privately.” Bumblebee grabs Knock Out’s wrist and gives it a light squeeze. “If I could stay…”

“I know.” Knock Out’s voice hints grieved acceptance, but acceptance nonetheless.

Bumblebee then starts towards the bridge. He’s almost there when Knock Out speaks to him, making him glance over his shoulder.

“There’s a good racetrack I know of the next city over… we should go there sometime.”

All Bumblebee can do is beam at him. "I won't go easy on you."

Knock Out runs his index-digit over his lips in confidence. "As if I need you to." His optics glint.

Bumblebee can't help himself from an amused grunt. "0-1 to Knock Out..."

Knock Out only smiles knowingly at Bumblebee.

Bumblebee turns without furhter words and raises a hand above his shoulder in farewell before disappearing through the waving colors of the bridge.

**Notes for the Chapter:**

> When I wrote this I realized Bee and KO probably can't even physically spoon because of their back-attachments... but what the hell. My inner voice went "shh, shh... just let it happen."


	11. Final Layer

When Bumblebee returns to the base in the middle of the night, everything is silent and only a few lights shine down on him from above when he enters the bridge area. He wants to make it quietly to his private quarters where he’ll be able to clean himself up, but first, he has to put back the vibroblade in the armory so Optimus won’t notice that it’s gone in the morning.

The door to the armory creaks a little too much to his comfort when it opens, but he hurries inside to get it over with. He’s in such a hurry that he doesn’t turn on the lights, but goes straight for the iron-casing on the wall that the blade is normally placed in. He unfastens it and puts it down gently. Suddenly, the lights overhead switch on and Bumblebee turns around instantly.

Ratchet stares at him by the door in a squint. He’s definitely not pleased.

“Sweet Primus, Bumblebee. I thought it must be you creeping around.” Then Ratchet gives Bumblebee the once over, his optics widen. “What in the…”

Bumblebee lifts his hands in front of him in a hold-on gesture, while looking down his own frame to see how bad it is and he realizes that it’s pretty bad. “It’s not what it looks like.”

“You’re all… covered in dirt and grime, and is that… is that transfluid on your chassis?”

“What? No!” Bumblebee laughs nervously. “I blew a… I ripped a fluid cord earlier.”

“Bumblebee, I know what transfluid looks like.”

Bumblebee’s nervous smile turns sheepish, he’s trying to fish for words to say but finds none.

“You look like you went into war while interfacing at the same time! I don’t even want to know how you managed this. You promised me you would keep me updated on what happened and I hear nothing from you all cycle!” Ratchet is getting unusually agitated from catching Bumblebee off-guard like this.

“I’m so sorry Ratchet, I really am.”

Ratchet tenses, but then starts to relax. “I know… I know you didn’t mean ill Bumblebee, but I was worried. I was very worried. Don’t do that again!”

“I promise Ratchet.”

Bumblebee looks so small and hurt that Ratchet immediately regrets his harsh treatment. He walks over to Ratchet like a sparkling that knows it has done something very wrong and looks at him with optics that could melt Megatron’s spark. Ratchet puts a hand on his shoulder. “Dare I ask how it went?”

“It went well… everything is okay.”

Ratchet gives him a comforting smile. “I’m glad to hear that.”

Bumblebee nods once in agreement. “It stopped hurting… Like Hell. At least.”

Ratchet emits a sound resembling something between a groan and a chuckle. Then his optics dart down Bumblebee’s frame. “It’s on your thigh too. Do you two interface like cyber-rabbits? Because it’s important you get enough energon if you’re going to be very physically active together.”

“What? Primus Ratchet! Don’t ask about stuff like that.” Horror spreads on Bumblebee’s face.

“Well I… sorry. I just thought a medic’s evaluation would be appropriate.”

“It really isn’t.”

“You’re not that comfortable with me?”

“I am, just not with this kind of stuff.” Bumblebee realizes maybe it’s not entirely fair to say that considering what he’s been doing in Ratchet’s office.

Ratchet shrugs. “Maybe I’ve been working in this field for so long I’ve become desensitized to subjects like this.”

“You think?”

Ratchet chuckles and tugs his arm around Bumblebee’s neck. “Come on, I’ll walk you down the hallway.” Ratchet hits the lights and leads Bumblebee out to the hab suite corridor. Bumblebee rolls his optics when Ratchet starts grumbling in a tireless tirade about Bumblebee usually being much more careful and that those Deceptipunks are not to be trusted no matter how much he likes one of them. Bumblebee keeps nodding and mumbling “yeah, yeah, of course,” while his mind wanders to Knock Out’s feral-looking optics and all the life dancing behind them.

“Are you listening?”

“Yeah, sorry Ratchet, I’m just tired."

"You're going to recharge well tonight then."

Bumblebee sighs. He suddenly can't stop himself from grinning. "Yeah, really well."

 

~ · · · ~

 

Knock Out and Soundwave are sitting at the table across from each other in the medbay with their optics fixed on the monitor screen. An Earth movie is playing, as Knock Out’s way of unwinding when it’s too late during the cycle to go outside before recharging. Normally, Knock Out would be relaxed watching the same Earth movie again about crime and Automobile races, but he’s on edge right now. Soundwave appeared like a creeper and sat down, the only indication of his mind working the light tapping of digits on the table.

Knock Out leans in his elbow on the table and supports his head with his hand so that he appears bored. He casts a glance in Soundwave’s direction. The spymaster is seemingly focused on the movie. Knock Out doesn’t buy it. He hasn’t talked to Soundwave since he left him in frustration and he’s certain that Soundwave expects some kind of reaction to what happened.

Knock Out wants certain words to come out of his mouth, but he just can’t do it. He notices that Soundwave stops his diligent tapping and reaches for something at his hip. Soundwave’s long digits niffle out an energon treat from his subspace and hands it to Knock Out across the table. Knock Out stares at Soundwave while slowly taking the treat from his hand.

“Thanks…”

Soundwave tilts his head slightly at Knock Out. Enough for Knock Out to ask, “what are you up to?” in a squint. Soundwave stares at him in his usual cool and patient way without saying anything. A sound from the movie makes Knock Out lose concentration. He glances at the screen as his favorite automobile speeds across the asphalt. His optics are usually glued to that scene, but even that can’t distract him from Soundwave’s presence and the unspoken things between them.

“Soundwave.” Knock Out looks at the spymaster with caution. He can tell he has his undivided attention, because of his very direct stare. He has to force out his words. “I owe you.”

Soundwave leans in just a fraction on the table in clear intrigue.

“I don’t know whether to thank you, or be mad at you.” Knock Out plays with the small energon stick in his hand. His own honesty surprises him. “You sent Bumblebee after me…” As expected, Soundwave keeps his silence. Knock Out mulls over the things he’s been thinking about since that day. “You gambled, didn’t you?”

An overly happy smiley-face pops up on Soundwave’s mask.

Knock Out emits a low growl. “I could have ended up in the scrapyard you slag-sucker.”

Soundwave only stares at Knock Out for a moment, before a recording starts playing on his mask. It’s clear that the recording is from Soundwave’s direct point of view. A rare sight. He’s looking out across a desert landscape with rock formations scattered far and wide. The scenery is recognizable, because Knock Out has driven through the area more times than he can count. It’s somewhere near Jasper. A vehicle is moving towards Soundwave with rapid speed, whirling up the sand in obscuring clouds. When it gets close enough Knock Out realizes it’s Bumblebee. The Autobot transforms when he arrives within range of the Decepticon TIC and raises his energon blasters in equal dose suspicion and guard.

He calls out to Soundwave. “Where is Knock Out?” Bumblebee’s optics dart to one side then the other. He seems even tenser when he doesn’t immediately see the one he’s looking for. “I knew it.” Bumblebee takes a step back. “What has happened to him? Is he hurt? Tell me where he is!” Bumblebee’s voice turns desperate when his worry grows. He seems to quickly remember that Soundwave doesn’t talk much. “What are you waiting for, Soundwave? If you’re here to attack me then come at me.” Soundwave raises a hand in front of him in a sign of truce and lets words manifest on his mask. Bumblebee is only just close enough to Soundwave to be able to read them.

“What do you mean, what he means to me?” Bumblebee slowly lowers his weapons in the realization that Soundwave is not out to hurt him. Both mechs stare at each other in silence. The words remain on Soundwave’s mask. Bumblebee is immensely composed when he finally speaks. “He means everything to me.”

That seems to be all the incentive Soundwave needs. He has a ground bridge opened next to him and he points at it, as if wanting Bumblebee to go through it. Bumblebee does with not a moment’s hesitation.

Soundwave cuts the recording.

The warm feelings overwhelming Knock Out is almost too much for him to handle. He has to put a lid on them so they don’t run off with him, at least until he can see Bumblebee again, then he can ravage all he wants. He takes a moment to think while he fidgets with a few digits on his chin. “Well… thank you it is then…”

Soundwave gives Knock Out a nod so modest it’s almost nonexistent.

“Why did you help me?” Knock Out’s voice is full of genuine curiosity. Soundwave studies him for a long moment, then replays words that Knock Out remembers from one of Soundwave’s memories.

_\- “Do you know the excruciating pain of being unable to grasp what you desire the most? To covet something so strongly that you are willing to destroy anything standing in your way?”_

A moment passes before the playback continues.

_\- “I think you do…”_

Knock Out stares at Soundwave as the words sink in and realization hits him.

“Scrap… now I have to start being nice to you.” Knock Out sighs and takes a bite of the energon treat. He watches as Soundwave leans back in the chair and puts his hands behind his head. Soundwave still looks at him and not in a way Knock Out appreciates.

“For someone without a face you do smug too well.”

Soundwave shows no reaction to Knock Out’s words, but he returns his focus on the screen and the desert race happening in the movie. Knock Out chews on the rest of the energon treat and suddenly finds himself very relaxed in Soundwave’s company. He makes a little satisfied smile and looks back at the movie too, enjoying the sight of the Eclipse GS model he likes so much.

They both sit in silence, watching the humans struggle and the vehicle engines rev up before they accelerate into the distance. Suddenly, Knock Out remembers what started Soundwave’s and his rather frustrating, but rewarding information ping-pong.

“Soundwave.”

The spymaster looks over at Knock Out lazily.

“You never got to tell me about the Vehicon.”

Soundwave shrugs. Then he lets one of his tentacles slither out to plug into the monitor, cutting off the movie. A few files scurry across the screen from Soundwave’s database. Knock Out ponders internally with an inner _huh_ , because Soundwave trusts him enough with a copy. Soundwave then opens the first file, which turns out to be small clips of a Vehicon seemingly doing nothing. Knock Out notices nothing out of the usual, but he realizes it’s the same Vehicon in every recording because of the barely noticeable serial number on his shoulder plate.

“Nothing is happening Soundwave…” Knock Out’s hand supports his head again, this time in real boredom. Soundwave only points at the screen. “Why? The movie was more interesting.” Knock Out complies anyway and returns his focus on the screen. It takes him one more recording before he notices it. The Vehicon is standing on the command bridge, his optics are focused on the monitor in front of him until Starscream appears next to him. The SIC stands very close to him, leaning in beside him, clearly unsatisfied with something he’s seeing on the monitor. The clip is muted, so Knock Out has to guess what Starscream is saying, but he notices right away that the Vehicon is literally trembling next to him. At first Knock Out interprets it as fear, but then he sees it for what it actually is. The clips continue to roll on the screen, the Vehicon’s infatuation with Starscream becomes clearer for each one. That explains why Starscream is in most of them and why the Vehicon casts longing looks after him every time they pass.

Knock Out’s voice falters in wonder. “Quite the smitten one.” Soundwave hands him another energon treat and he takes it with no hesitation. This is getting good. Soundwave opens another file, the recordings change from wall surveillance to the viewpoint of one of Soundwave’s minicons. It’s sneaking up on the Vehicon from behind in what is looking like his small hab suite. He’s sitting in a chair with his attention on a monitor. His back is bent over just lightly and his digits are digging in at the base of the monitor. This clip is not muted and it becomes clear to Knock Out that the Vehicon is self-servicing when he sees the images of Starscream playing on the Vehicon’s monitor and seeing his free hand wrapped around his spike. He obviously doesn’t detect the minicon, because he often breaks the silence with a needy moan, all of his attention is poured into getting off to the Seeker.

“No way…” Knock Out’s optics are fixed on the screen, until he turns his head to Soundwave and stares at him. Soundwave tilts up his head in a confident gesture as if saying, you’re-welcome.

Knock Out’s exclamation drags out in wonder. “…Huh.” Then he slowly smirks. “Unreciprocated love is a glitch, huh Soundwave?”

Soundwave acts like he didn’t hear what Knock Out said and cuts the recording, so both of them can return their attention to the movie. Knock Out peeks at Soundwave in his periphery. Not even ten Eclipse GSs’ could drive out a proper answer out of the spymaster, but Knock Out accepts that it’s a touchy subject. At least for now.  

After some time watching, Soundwave rises from his chair and lets another smiley pop up on his mask. A smiley catching z’s, if Knock Out is not mistaken.

“Those Earth faces are such a nasty habit,” Knock Out comments with a smug look on his face.

Soundwave makes the exact same frag-off gesture to Knock Out as Frenzy did just a cycle ago and makes for the door. Knock Out shouts after him as he exits the medbay, “I see where Frenzy gets its manners!” Knock Out snickers in satisfaction and leans back in the chair, his only regret that he didn’t ask Soundwave for more energon treats.

 

~ · · · ~

 

Soundwave enters the darkness of his hab suite. He goes straight for his monitor to finish his report on the missing Phase Shifter that magically disappeared into thin air under too little supervision. Megatron will not be happy about it, but at the end of the cycle there won’t be anyone to blame. Ravage sneaks inside the hab suite and rubs against Soundwave’s lower leg like an attention-seeking cat. Frenzy sits on Soundwave’s berth, looking at him. The only minicon absent is Rumble. Soundwave assures that at least one of his companions is always on the move. To his knowledge, only one other mech understands the true significance of the bond between him and his minicons and that they are extensions of his mind and spark. A part of his essence.

Soundwave moves over to his berth after he finishes the report. The darkness of the room is extremely soothing on his senses. Frenzy scoots over without any command before Soundwave lies down. Ravage jumps up on the berth and lies down at the foot of it. Frenzy drops down next to Soundwave and hugs his arm tight. Soundwave strokes a comforting hand along its head. He gazes out the only window etched in the suite. The black sky is brimming with stars, one shining brighter than the other.

_Some precious things shine the brightest when standing alone…_

The words whisper inside Soundwave’s mind. For so long he has found comfort in that sentence, but yet a new voice reaches out to him, its words speak true.

_Things risk breaking when they stand alone for too long..._

From where Soundwave is lying the stars shine very close next to one another. He knows too well just how far apart they are in reality, but his mind generates a rare sentimental thought of two stars representing Knock Out and himself, shining together in competition. To have someone see, if only for a moment, makes the hollow void inside his form just a little more bearable. Just a little smaller… Soundwave closes his optics behind his mask and awaits the dark dreaming that always finds him at night.

**Notes for the Chapter:**

> I guess I can conclude from writing this story that the death of Steve brought dorks together. Sorry Steve.
> 
> I would very much like to thank you people who have either commented or left kudos, you guys are gold. It's nice to know as the author what you thought of it, in any length of words.


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